Limited Liability Company (Llc) Cancellation Requirements - 2017, Form Llc-4/7 - Instructions For Completing The Certificate Of Cancellation - 2017
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1
2
3Secretary of State
Business Programs Division
Business Entities, 1500 11th Street, Sacramento, CA 95814
Limited Liability Company (LLC)
Cancellation Requirements – What Form to File
What form do I file to cancel my Limited Liability Company’s registration in California?
Form to Use
Entity
Requirements
Short Form
ONLY LLCs
All of the following statements about the California LLC must be true:
Cancellation
formed in
a) Was registered in California within the last 12 months;
Certificate -
California
(Domestic)
b) Has no debts or other liabilities, except as provided in Item c;
Form LLC-4/8
c) All required California final tax returns have been or will be filed
with the California Franchise Tax Board;
d) The assets have been distributed or acquired no known assets.
e) No business has been conducted from the date of registration;
f)
50 percent or more of the voting interests of the managers or
members voted, or if no managers or members, the person or
50 percent or more of the persons who signed the Articles of
Organization, voted to dissolve; and
g) Any payments received from investors have been returned to
those investors.
Note: If filing Form LLC-4/8, Form LLC-3 and Form LLC-4/7 are not
required.
California Corporations Code section
17707.02
Certificate of
LLCs formed in
If the California LLC cannot answer yes to all of the items a) – g) above
Cancellation –
California
and the vote to dissolve was made by ALL the members.
(Domestic)
Must check the box on Form LLC-4/7 indicating the dissolution was
Form LLC-4/7
made by a vote of all the members.
California Corporations Code section
17707.08
LLCs formed
Foreign LLC no longer will be conducting business in California and
outside of
wants to cancel its Registration with the California Secretary of State.
California and
registered in
California Corporations Code section
17708.06
California (Foreign)
A Certificate of
ONLY LLCs
If the California LLC cannot answer yes to all of the items a) – g) above
Dissolution –
formed in
and the vote to dissolve was made by less than all the members.
California
Form LLC-3 must be filed prior to or together with the Certificate of
Form LLC-3
(Domestic)
Cancellation - Form LLC-4/7.
California Corporations Code section
17707.08
The status of the LLC must be active on the records of the California Secretary of State in order to file cancellation
documents. The status of the LLC can be checked online on the Secretary of State's Business Search at
BusinessSearch.sos.ca.gov.
California Secretary of State
LLC Diss/Canc Info (Rev. 01/2017)
Page 1 of 1
(916) 657-5448
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