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NOTE

This application is required by Virginia law to 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.)

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.

Until the Commission issues and records a certificate of withdrawal (or the corporation's

certificate of authority to transact business is revoked automatically or for cause), the

corporation remains active on Commission records and remains liable for payment of

annual registration fees and for filing of annual reports.

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.

IF THE CERTIFICATE OF WITHDRAWAL IS EFFECTIVE PRIOR TO THE ANNUAL

REPORT DUE DATE PURSUANT TO 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.

INSTRUCTIONS

Name:

Insert the exact name of the corporation currently on file with the

Commission.

Insert the name of the jurisdiction under whose laws the corporation is organized

(the state or country of incorporation).

3, 4, 6 & 7: The person signing this application certifies these statements (and all

other information placed on the form) to be true, under penalty of law.

Insert the address where the corporation receives mail.

It is important to the

corporation that this address be accurately maintained on Commission records, in order for

it to receive all process served on the Clerk as its agent.

Have the proper officer sign the form and type in his or her name and corporate title

in the line below. See §§ 13.1-604 and 13.1-804 of the Code.

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.

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 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.

Instructions For Application For A Certificate Of Withdrawal - Virginia State Corporation Commission Page 2