Dissolutions & Withdrawals

Closing Down a Business

When a corporation or Limited Liability Company (LLC) is no longer doing business, part of the process to cease its affairs involves a formal state filing. This is normally referred to as a cancellation or corporate dissolution filing. Until a corporation or LLC is canceled, it remains responsible for state requirements like annual reports and franchise taxes. Corporations and LLCs must also continue to maintain a Registered Agent in their state of formation until the company is formally canceled.

When your company is no longer in business, CorpAmerica can assist you in filing a formal cancellation through the state. We provide this service regardless of whether the corporation or LLC was originally formed through CorpAmerica.com.

Business Cancellation Requirements

Because a corporation or LLC must normally be in good standing with the state in order to dissolve, the cancellation process may require additional steps. For example, a corporation or LLC may need to file any past-due or current annual reports and/or pay franchise tax fees for the current year and any past years. CorpAmerica will advise customers of any known additional requirements needed to dissolve a corporation or LLC as part of the cancellation process. If we are advised of additional fees or filings by the state after your order is submitted, we will contact you for instructions.

Business Withdrawal Filings

If a corporation or an LLC has qualified to do business in another state and wishes to terminate its authority in that state, CorpAmerica can assist in a withdrawal filing for this as well.

Placing a Business Dissolution or Withdrawal Order

To begin the cancellation or withdrawal process, CorpAmerica requests a $50.00 deposit to provide the paperwork and fee breakdown for an order. This deposit is nonrefundable, but it will be deducted from our service fee of $125.00. For a filing in Delaware or New York, the state permits us to conform (type) your signature on the documents and submit them directly to the state to avoid delay. In these states, we can provide the total cost up front and conform your signature on the filing if you prefer.

Please contact a business specialist at 877-246-2462 or 302-636-5448 to place an order for a cancellation or withdrawal filing, or contact us at info@corpamerica.com with questions about the process. We will need:

- The current legal name of the company

- The state in which it was formed (and the state in which the withdrawal is being filed, if applicable)

- Your shipping address (mail or e-mail) for delivery of the paperwork and fee breakdown

- Your payment authorization for the $50.00 deposit (or the total cost, for Delaware or New York filings)

Business Cancellation FAQs

1. What is the difference between a dissolution, cancellation, and withdrawal?

These terms are used interchangeably to refer to ceasing a corporation's or LLC's existence as an entity in its domestic state. A withdrawal is a filing to terminate authority in a qualified jurisdiction.

2. How much does a business cancellation or withdrawal filing cost?

Orders begin with a $50.00 deposit to prepare the fee breakdown and paperwork. Cancellation or withdrawal filings are normally several hundred dollars; however, the cost can vary widely if additional fees are owed to the state.

3. What is a conformed signature?

For Delaware and New York filings, CorpAmerica can provide the total cost up front and conform (type) your signature on the amendment filing to submit directly to the state if you prefer. A conformed signature appears like this: /s/ John Doe. Delaware and New York recognize conformed signatures, so many filings in these states can be submitted directly without being sent to the customer first for signature.

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Did you know?

Delaware corporations can be converted to LLCs and vice versa, unlike some other states. CorpAmerica can assist you with incorporating your business in Delaware for as low as $49 plus any state fees.