Washington State has one of the most complex regulatory environments for restaurant closures in the country. The state combines a strict liquor control system, the toughest final paycheck law in the nation, and a state-level WARN Act that applies to businesses far smaller than the federal threshold. If you are closing a restaurant in Washington, the sequence matters -- and the penalties for getting it wrong are real.
Washington Liquor License
Washington liquor licenses are issued and controlled by the Washington State Liquor and Cannabis Board (WSLCB). Washington operates a license quota system in many jurisdictions, which means licenses have genuine secondary market value -- particularly in Seattle, Bellevue, and other high-density markets.
When you close, you have two options: surrender the license back to the WSLCB, or transfer it to a buyer. If you are selling the business or the space, a liquor license transfer can add significant value to the transaction. Buyers in Seattle have paid $20,000 to $60,000 for licenses in desirable neighborhoods. Contact the WSLCB at least 30 days before your planned closing date to initiate either a surrender or transfer. The WSLCB does not issue refunds on unused license fees.
If you hold a spirits, beer, and wine restaurant license, you must also account for any on-hand liquor inventory. Washington prohibits selling inventory to another licensee without WSLCB approval. Unsold inventory must be returned to the distributor or destroyed -- it cannot simply be given away or consumed.
Washington Final Paycheck Law
Washington has the strictest final paycheck requirement in the country. Under RCW 49.48.010, if you discharge an employee (including a mass layoff at closure), final wages are due at the end of the established pay period -- not later. There is no grace period. The Washington Department of Labor and Industries enforces wage claims and can assess penalties of up to double the unpaid wages plus attorney's fees.
Accrued vacation must be paid out at termination if your written policy does not explicitly state otherwise. Washington courts have consistently held that silence in a policy equals an obligation to pay.
Washington State WARN Act
Washington has its own WARN Act under RCW 49.17.480, which applies to employers with 100 or more employees. The state threshold mirrors the federal law, so most independent restaurants are not covered. However, if you operate a multi-location group with 100 or more total employees, you must provide 60 days' written notice to affected employees, the Washington Employment Security Department, and local elected officials.
Washington Sales Tax
Washington has no state income tax, but it does have a Business and Occupation (B&O) tax and retail sales tax. File a final combined excise tax return with the Washington Department of Revenue. Close your business license account through the Department of Revenue's online portal. Washington's sales tax rate varies by location -- Seattle is 10.25%, one of the highest in the country. Ensure all collected but unremitted sales tax is paid before filing the final return.
Washington Secretary of State Dissolution
To dissolve a Washington LLC, file a Certificate of Dissolution with the Washington Secretary of State. For a Washington corporation, file Articles of Dissolution. The filing fee is $20 online. Washington does not require a tax clearance certificate before dissolution, but the Department of Revenue recommends closing all tax accounts first to avoid future notices.
Seattle-Specific Considerations
Seattle has its own business license tax separate from the state. If you operate in Seattle, notify the Seattle Office of Finance and Administrative Services to close your Seattle business license. Seattle also has a Paid Sick and Safe Time ordinance -- ensure all accrued sick time obligations are addressed before final payroll.
For the full cost picture of closing, see What Does It Actually Cost to Close a Restaurant. If you have employees, What Happens to Your Restaurant Employees When You Close covers the WARN Act and final pay obligations in detail.
The Correct Sequence
Notify employees (60 days if 100+ employees), pay final wages at end of established pay period, file final combined excise tax return with the Department of Revenue, close Seattle business license if applicable, surrender or transfer WSLCB liquor license, file dissolution with the Secretary of State.