How To Withdraw A Foreign Pennsylvania LLC Or Corporation
Pennsylvania Department of State Certificate of Authority Cancellation Requirements and Instructions
Foreign LLC Registered in Pennsylvania
To withdraw or cancel your foreign LLC in Pennsylvania, you provide the completed Certificate of Cancellation of Registration-Foreign (DSCB: 15-8586) form to the Department of State by mail, in person, or online, along with the filing fee. A Department of Revenue Tax Clearance Certificate must be attached also.
Foreign Corporation Registered in Pennsylvania
To withdraw or cancel your foreign corporation in Pennsylvania, you provide the completed Application for Termination of Authority Foreign Corporation (DSCB: 15-4129/6129) form to the Department of State by mail, in person, or online, along with the filing fee. Attach a Tax Clearance Certificate from the Department of Revenue.
Foreign Pennsylvania LLC or Corporation Withdrawal FAQ
How much does it cost to cancel your out of state registration in Pennsylvania?
To withdraw/cancel your foreign Limited Liability Company in Pennsylvania, there is a $70 filing fee required.
To withdraw/cancel your foreign Pennsylvania Corporation the filing fee is $70.
Is a Pennsylvania Department of Revenue Tax Clearance Required?
To terminate your foreign PA LLC, in addition to the filing fee and completed form, you will need a tax clearance certificate from the Department of Revenue and from the Bureau of Employment Security of the Department of Labor and Industry evidencing payment of all taxes and charges payable to the state. Submit an Application for Tax Clearance Certificate (REV-181) to the PA Department of Revenue, and send a copy of the application to the Department of Labor and Industry. You may download the application from the link below.
How long does it take the state to process the withdrawal filing?
The Department of Revenue and the Department of Labor and Industry take approximately four weeks to furnish the Tax Clearance Certificates after the application is submitted. Then the Department of State will process your termination in one week.
What agency do you need to file the withdrawal with?
Send your Tax Clearance Application to:
Pennsylvania Department of Revenue
P.O. Box 280502
Harrisburg, PA 17128-0502
Phone: (717) 783-6055
PA Department of Labor and Industry
Room 1700
651 Boas Street
Harrisburg, PA 17121
Phone: (717) 787-5279
Website: Pennsylvania Department of Labor and Industry
Once you have the tax clearance certificate:
Pennsylvania Department of State
Corporation Bureau
PO Box 8722
Harrisburg, PA 17105-8722
Phone: (717) 787-1057
Fax: (717) 783-2244
Website: Pennsylvania Department of State
What happens if you don’t file a cancellation and let your annual report filings go unfiled?
Pennsylvania requires most businesses to file an annual report. The filing fee is $7 for most entities, while nonprofit organizations are exempt. Partnerships and professional LLCs must file a Certificate of Annual Registration(DSCB: 15-8221/8998). Failure to file annual reports by their assigned due date will result in your business being dissolved by the state. You may also be fined. For partnerships and professional LLCs, if the annual registration is not filed by May 15th, a penalty of $500 will be assessed.
If you just don’t file an annual report, how long before you lose your Certificate of Good Standing?
Pennsylvania requires most businesses to file an annual report. This report requires details such as the business name, jurisdiction of formation, office addresses, and names of key governors and officers. The filing fee is $7 for most entities, while nonprofit organizations are exempt.
Failure to file your annual report will result in your business name being available to any entity registering to do business in Pennsylvania.
What are the late fees and penalties to re-register if you didn’t file a withdrawal correctly?
There are no penalties, but if your withdrawal is rejected for improper filing, you will need to make corrections and refile promptly or you will have to pay another filing fee.
If you would like to resign as Pennsylvania agent of a withdrawn corporation or LLC, you may do so by filing with the Department of State.