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How To Withdraw A Foreign District Of Columbia LLC Or Corporation

 

District Of Columbia Department of Licensing and Consumer Protection Certificate Of Authority Cancellation Requirements And Instructions

To cancel a foreign business entity’s registration in the District of Columbia you just file a Withdrawal of Foreign Registration Statement (form FN-3) with the Department of Licensing and Consumer Protection (DLCP). You can file the withdrawal by mail or in person. You may draft your own withdrawal/cancellation or you can download the form from the DLCP website (see link below). You can type on the DLCP forms; do not hand-write your information. Submit the form in duplicate if you would like a copy returned to you.

LLC filings don’t need original signatures. Corporate filings must have original signatures.

For expedited processing, include Form EX-1, Expedited Service Action. The DLCP accepts cash, money order, check, Visa or MasterCard. Checks should be made checks payable to “D.C. Treasurer.”

Foreign District of Columbia LLC and Corporation Withdrawal FAQ

Do you need a District of Columbia Office of Tax and Revenue clearance first?

No. You do not need to get clearance from the Office of Tax and Revenue before you withdraw your foreign LLC in the District of Columbia.

How much does it cost to cancel your foreign registration with the District of Columbia?

The filing fee to withdraw your District of Columbia Corporation is $220.

The filing fee to cancel your District of Columbia LLC is $220. You can have the document processed in one day if you pay an additional $100. You can pay an additional $50 to have the form processed in three days.

How long does it take the DLCP to process the withdrawal filing?

It takes the DLCP 15 business days to process a document after it is received. Mailed documents can take awhile to get to the DLCP since mail is routed through Maryland for payment processing first. You can overnight documents to the DLCP and avoid some mail time but there is no difference in processing time.

If you include an Expedited Service Action Form and fee, you can have your document filed by the DLCP the same day or within three days of receipt.

If you walk-in documents, you have to pay the expedite fee and your documents are processed in one or three days.

What agency do you need to file the certificate of withdrawal with?

Submit your withdrawal to the Department of Licensing and Consumer Protection, Corporations Division.

In person (Monday-Wednesday and Friday 8:30-4:30 Thursday 9:30-4:30):
Business Licensing Center
Cashier’s Office
2nd Floor
1100 4th St., SW
Washington, DC 20024

Mail – USPS:
Department of Licensing and Consumer Protection
Corporations Division
P.O. Box 92300
Washington, DC 20090

Mail – Non USPS:
Wells Fargo Bank
7175 Columbia Gateway Drive
Lockbox # 92300
Columbia, MD 21046

What happens if you don’t file a withdrawal and just let your biennial report filings go unfiled?

  • Washington DC requires all corporations and LLCs to file biennial reports (DCLP calls them “2-year reports”).
  • Foreign corporations have to file a report with the DCLP by April 15th every other year.
  • Foreign LLCs have to file the report by June 16th every other year.
  • If a foreign corporation or LLC doesn’t file its District of Columbia 2-year report, the entity will be charged a late filing penalty. There is an $100 late fee for foreign corporations or LLCs that file the 2-year report after the deadline.

If you just don’t file a biennial report, how long before you lose your Certificate of Authority?

Foreign LLC 2-year reports are due by June 16th every other year. Foreign LLCs that don’t file the 2-year report are always revoked on the 2nd Monday of November the year it is due.

The foreign corporation 2-year report is due by April 15th every other year. Foreign corporations that don’t file the 2-year report are always revoked on the 2nd Monday of September that year.

What are the late fees and penalties to re-register if your registration is forfeited?

District of Columbia allows foreign corporations or LLCs to reinstate at any time after revocation. You will have to file an application for reinstatement with the DCLP.

The following fees are effective January 1, 2012: Foreign corporations and LLCs have to file Form FN-6, Reinstatement of Foreign Registration Statement. The application for reinstatement filing fee is $300. The filing fee for each biennial report is $300 plus the $100 late fee. So it would cost $700 to reinstate a DC corporation that has only missed one report.

How long does the registered agent have to accept service of process after a foreign corp or llc has filed a Certificate of Withdrawal of Registration?

The foreign corporation or LLC revokes the authority of its Washington DC registered agent to accept service by signing the application for withdrawal. The application is effective as of the date it was delivered to the DCLP, and the registered agent no longer has to accept service of process for the withdrawn entity.

Learn more about the Washington DC registered agent resignation process.

 

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