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Arizona Foreign Registration Order

Arizona Foreign Registration / Withdrawing

Arizona Form L026, the Statement of Withdrawal

A foreign LLC withdraws its Arizona registration by filing Form L026, the Statement of Withdrawal of Foreign LLC or Foreign Series Registration, for $10 with a cover sheet, and no publication is required. A foreign corporation instead files Form C025 for $25 and, if it did business here, a tax clearance certificate. We prepare either one for $199 plus the Commission fee.

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Withdrawal in brief

Details
LLC form
Form L026, Statement of Withdrawal of Foreign LLC or Foreign Series Registration
Commission fee
$10 regular, $35 more to expedite
Publication
None for an LLC
Statute
A.R.S. 29-3911
Corporation form
Form C025, Application for Withdrawal, $25
Corporation extras
Tax clearance certificate if it did business or issued shares here; publication after approval

What the LLC statement says

The statute lists what a statement of withdrawal contains: the name of the LLC and its jurisdiction of formation, a declaration that it has stopped doing business here and surrenders its registration, a revocation of the statutory agent's authority to accept service, and an address at which service of process may be made (A.R.S. 29-3911(A)(3)). The Commission's form puts the exact Commission-recorded name in item 1 and adds the designating company's name for a series. Item 2 repeats the statute as an informational notice about service after withdrawal.

Service of process after you leave

After withdrawal, a claim based on something that happened while the LLC was registered can still be served, by the method the statute provides in section 29-3119 (A.R.S. 29-3911(B)). Withdrawing therefore does not shut off old claims. It shifts where papers go: the address you give in the statement. Choose it with care, as the section below explains.

A company that has already dissolved

A registered foreign LLC that has dissolved and finished winding up, or has otherwise ceased to exist, delivers a statement of withdrawal that says so and surrenders its Arizona registration (A.R.S. 29-3908). Withdrawing promptly matters, because the Commission may terminate the registration of a company whose home state reports that it has ceased to exist.

Corporations: tax clearance and publication

A foreign corporation withdraws with Form C025. If it transacted business in Arizona or issued shares here, it must attach a tax clearance certificate from the Arizona Department of Revenue, which certifies that transaction privilege and related taxes were paid or that the corporation was not subject to them (). Until the certificate arrives the withdrawal is incomplete and cannot be approved. Past-due annual reports must also have been filed (). When a certificate was required, publication follows approval (). The effective date, once approved, is the day the application was delivered.

Before you file

  • Check that the company really has stopped doing business in Arizona, including staff and leases.
  • Settle any fee or penalty owed to the Commission.
  • Pick an address for service of process that will last.
  • For a corporation, request the tax clearance certificate first and file any overdue annual reports.
  • Keep the approved statement with the company's records.

A company that may come back should know that a later registration starts again with a new statement, a fresh $150 fee and a new packet.

Paying and sending

Send the cover sheet, the statement and payment to Arizona Corporation Commission, Corporations Division, Examination Section, 1300 W. Washington St., Phoenix, Arizona 85007, or use the ABC system. The fee is $10; a corporation's is $25. Checks are payable to the Arizona Corporation Commission. An expedite adds $35.

Choosing the service address

The statement has to give an address at which service of process may be made after the registration ends. That address does real work. A claim from the registered period, such as a customer dispute or an injury at a site you used, is served there, and a stale address means the first you hear of a lawsuit is a default. A law firm, a long-standing commercial address or the principal office of a stable parent company are all better choices than a home you might sell. Write the address exactly as the post office would, and keep the Commission's copy of the approved statement with it.

Withdrawing from Arizona

  1. Stop doing business

    Close out Arizona activity and any open filings.

  2. Prepare the statement

    Use the Commission-recorded name and an enduring service address.

  3. Sign it

    An authorized person signs with the "I accept" box ticked.

  4. Add the cover sheet and fee

    $10 for an LLC.

  5. File

    Online, by mail or in person.

Registered agent: first year included, then $149 a year

$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

Withdrawal questions

Is publication required for an LLC withdrawal?

No.

Do I need a tax clearance certificate to withdraw an LLC?

The LLC instructions do not call for one. A corporation that did business or issued shares in Arizona does need one.

Does withdrawal erase old claims?

No. Claims from the registered period can still be served under the statute.

What does it cost?

$10 for an LLC, $25 for a corporation, at regular speed.

We file the withdrawal for you

Our price and the Commission fee

Arizona registration order

  • Form L025 for an LLC or Form C018 for a corporation, completed and signed
  • The home-state certificate and certified organizational documents, ordered for you
  • The statutory agent acceptance and the structure attachment
  • An Arizona statutory agent, from us or already yours
  • Filing with the Commission at the speed tier you choose
  • Renewal: after the first year, the agent service renews at $149 a year
Arizona

$199

+ $150 Commission fee

Start my Arizona registration

Checkout shows our price, the Commission fee and any speed tier as separate lines. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

Where these facts come from

  1. Arizona Corporation Commission LLC fee schedule
  2. Arizona Form L025 instructions (Foreign Registration Statement)
  3. Arizona Corporation Commission, LLC forms
  4. Arizona Form C018 instructions (Application for Authority)
  5. Arizona Corporation Commission, corporation forms
  6. Arizona Corporation Commission corporation fee schedule
  7. Arizona Corporation Commission, business services FAQs
  8. A.R.S. 29-3903, foreign registration statement
  9. Arizona Form L026 instructions (Statement of Withdrawal of Foreign LLC Registration)
  10. Arizona Form C025 instructions (Application for Withdrawal, foreign corporation)
  11. A.R.S. 29-3911, withdrawal of registration
  12. A.R.S. 29-3908, withdrawal on dissolution

Opening an Arizona branch of an out-of-state company?

Order online and we assemble the packet, file with the Commission and follow it to approval.

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