Withdraw a Foreign Business in North Carolina
In this guide to withdrawing a foreign LLC or corporation in North Carolina, we’ll go over what it means to be a foreign business, the forms you’ll need to file to withdraw or cancel it, and anything else you need to know.
How to Withdraw a Foreign LLC or Corporation in NC
To withdraw your foreign LLC or corporation in North Carolina, you’ll need to file official state paperwork with North Carolina’s Secretary of State (SOS). Our guide shows you how to do it.
What is a foreign North Carolina LLC or corporation?
When companies expand their business to another state, they’re called “foreign businesses” in their new state. To operate legally, the business needs to register with the new state by completing a process called foreign qualification. Likewise, if the business stops operating in the foreign state, it needs to officially cancel its foreign registration.
How do I withdraw my foreign LLC or corporation in North Carolina?
To withdraw your foreign NC LLC, file a Application for Certificate of Withdrawal of Limited Liability Company with the SOS.
To withdraw your foreign NC corporation, file an Application for Certificate of Withdrawal with North Carolina’s SOS.
Note: You are not required to use the forms provided by the SOS, you may draft your own application for withdrawal. You are not required to have original signatures on the application for withdrawal. A cover sheet is only required for in person filings.
Foreign North Carolina LLC or Corporation FAQs
How do I file my Application for Certificate of Withdrawal in North Carolina?
You can file online, by mail, or in person. Filing online is fast and easy, just search your business name, click “Online filing” and choose the withdrawal option for either your LLC or corporation. If you don’t have an online account, you can start one here.
Online:
North Carolina Online Filing Registry
Mail:
North Carolina Secretary of State
Business Registration Division
P.O. Box 29622
Raleigh, NC 27626
In person:
North Carolina Secretary of State
Business Registration
2 South Salisbury Street
Raleigh, North Carolina 27601-2903
How much does it cost to cancel your out of state registration with North Carolina?
LLCs pay $10, corporations pay $25.
Do you need a North Carolina Department of Revenue clearance first?
No. You do not need a Department of Revenue clearance to withdraw a foreign corporation or LLC from North Carolina.
You may need to learn more about a North Carolina registered agent resignation.
How long does it take the state to process the withdrawal filing?
Regular (mail and in person) North Carolina SOS processing is completed in about 10 business days. Online filings are usually done in about five days.
Same day expedited processing will cost an additional $200 and is available for documents submitted to the SOS before noon. 24-hour expedited processing is also available and costs $100. Allow for extra time on weekends and holidays.
What happens if I don’t file a withdrawal and just let my annual report filing lapse?
If a foreign corporation or LLC registered in North Carolina does not file its North Carolina Annual Report on time, the state will administratively revoke the entity’s authority to do business.
If you just don’t file an annual report, how long before you lose your Certificate of Authority?
If your foreign business entity is late filing the North Carolina’s Annual Report, you will receive a Notice of Grounds for Administrative Revocation. You have 60 days from the time the notice was mailed to correct the grounds for revocation (file the report, pay the fee, appoint a registered agent, etc). If the entity does not remedy the grounds for revocation, the North Carolina SOS will revoke its authority.
What are the late fees and penalties to re-register if your registration is forfeited?
You will need to file a new Application for Certificate of Authority to re-register a foreign corporation or LLC that has been revoked by the North Carolina SOS. The filing fee for a Certificate of Authority is $250. You will need to submit an original Good Standing Certificate from your home state and one North Carolina annual report form with fees ($25 for corporations and $200 for LLCs).
How long must a registered agent accept service of process after a foreign LLC or corporation has withdrawn its registration?
Foreign corporations and LLCs revoke the authority of the North Carolina registered agent by filing an application for withdrawal. After the foreign entity has withdrawn, the registered agent does not have to accept service of process for that entity.
Learn more about the NC registered agent resignation process.
What if I want to start a foreign LLC or corporation in NC?
We’ve got you! Our guides on how to form a foreign North Carolina LLC or a foreign NC corporation are easy to follow.