Withdrawal of Foreign LLC or Corporation

How to Withdraw an LLC or Corporation

If you are winding down your LLC or corporation, or simply moving offices out of a state where your company had registered as a foreign entity, you need to formally withdraw your company from that state. An explanation of the withdrawal process is outlined below:

  1. Complete the Certificate of Withdrawal
    The application for withdrawal goes by different names depending on which state the certificate or application is being filed in, but the process is uniform in every state. To complete the application you will need just a few pieces of information: entity name, name of home state, and the forwarding address where notices and service of process should be sent if need be.
  2. Pay the Filing Fee
    To file the Certificate of Withdrawal, you will have to pay a filing fee. These fees average around $100. For exact fee amounts, see the specific state table of information below.
  3. Cancel Registered Agent Service
    Once you’ve completed the certificate of withdrawal, cancel registered agent service in the state of withdrawal. Be sure to provide adequate notice to avoid any surcharges or cancellation penalties with your registered agent. At IncFast, we ask for a 30 day notice. Typically, service in the state where you cancelled will continue until the end of that year.
  4. Receive Tax Clearance
    In many states, if you’re current on your taxes and annual report fees, the state’s Department of Revenue will send you a tax clearance notice stating that your LLC or corporation owes nothing to the state. This is a good document to store and keep safe in your records!

The Importance of Withdrawing a Business

If your business is no longer active in a state for any reason, it is important to formally withdraw the business from every state. Why? Because in many states, even if a business is administratively inactive, if a business hasn’t withdrawn, it will rack up fees and fines which will be sent to collections. This could lead to hundreds, if not thousands, of dollars of debt.

State LLC and Corporation Withdrawal Info


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