Application For Certificate Of Withdrawal Form

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NOTES
This application, which has been prescribed by the Commission pursuant to §§ 13.1-767 and
13.1-929 of the Code of Virginia, must be filed with the Commission before the Commission can
issue a certificate of withdrawal for a foreign corporation presently authorized to transact
business in Virginia. (A foreign corporation is one organized under the laws of a jurisdiction
other than Virginia.)
Until withdrawal has been completed (or the corporation's certificate of authority to transact
business is revoked for failure to file its annual report or pay its annual registration fee or
maintain a registered office and registered agent), the corporation will remain active on the
Commission's records and remain liable for the assessment and payment of annual registration
fees and the filing of annual reports, even though the corporation has been terminated in its
home jurisdiction, has stopped transacting business in Virginia or has wound up its affairs.
INSTRUCTIONS
The application must be in the English language, typewritten or printed in black, legible and
reproducible. The document must be presented on uniformly white, opaque paper, free of
visible watermarks and background logos.
You can download this form from our website at
The application must set forth the exact name of the corporation currently on file with the
Commission. Include the corporation’s designated name for use in Virginia if one was adopted.
The application for a certificate of withdrawal must be executed by the chairman or any vice-
chairman of the board of directors, the president, or any other of its officers authorized to act on
behalf of the corporation. Set forth the printed name and the corporate title below or next to the
signature. See §§ 13.1-604 and 13.1-804 of the Code of Virginia.
The person signing this application certifies that all statements and information set forth
therein are true, under penalty of law.
It is a Class 1 misdemeanor for any person to sign a document he knows is false in any
material respect with intent that the document be delivered to the Commission for filing.
The application cannot be filed unless the corporation has paid all fees, fines, penalties
and interest assessed against it by the Commission. See §§ 13.1-615 and 13.1-815 of the
Code of Virginia.
Submit the original, signed application to the Clerk of the State Corporation Commission, P.O.
Box 1197, Richmond, Virginia 23218-1197, (Street address: 1300 East Main Street, Tyler
st
Building, 1
Floor, Richmond, Virginia 23219), along with a check for the filing fee in the amount
of $10.00, payable to the State Corporation Commission. PLEASE DO NOT SEND CASH. If
you have any questions, please call (804) 371-9733 or toll-free in Virginia, 1-866-722-2551.
IF THE CERTIFICATE OF WITHDRAWAL IS EFFECTIVE PRIOR TO THE ANNUAL REPORT
DUE DATE (PRESCRIBED IN SUBSECTION C OF § 13.1-775 OR § 13.1-936 OF THE CODE
OF VIRGINIA) OF A GIVEN YEAR, THE CORPORATION'S ANNUAL REGISTRATION FEE
ASSESSMENT FOR THAT YEAR WILL BE CANCELED; OTHERWISE, IT MUST BE PAID.
See § 13.1-615 or § 13.1-815 of the Code of Virginia.

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