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Certificate Of Cancellation Form. This is a California form and can be use in Limited Liability Companies Secretary Of State.
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Tags: Certificate Of Cancellation, LLC-4-7, California Secretary Of State, Limited Liability Companies
INSTRUCTIONS FOR COMPLETING THE CERTIFICATE OF CANCELLATION (FORM LLC-4/7)
For easier completion, this form is available on the Secretary of State's website at http://www.ss.ca.gov/business
and can be viewed, filled in and printed from your computer. The completed form can be mailed to Secretary of
State, Document Filing Support Unit, P.O. Box 944228, Sacramento, CA 94244-2280 or delivered in person to the
Sacramento office, 1500 11th Street, 3rd Floor, Sacramento, CA 95814. If you are not completing this form online,
please type or legibly print in black or blue ink. This form should not be altered. This form is only filed in the
Sacramento office.
It is recommended for proof of submittal that if Form LLC-4/7 is mailed to the Secretary of State, it be sent by Certified
Mail with Return Receipt Requested.
Statutory filing provisions are found in California Corporations Code section 17356 (domestic limited liability companies)
or 17455 (registered foreign limited liability companies).
•
Domestic LLC: Form LLC-4/7 must be filed after or together with a Certificate of Dissolution (Form LLC-3) pursuant to
Section 17356(a). However, if all the members vote to dissolve, only Form LLC-4/7 is required.
•
Upon filing Form LLC-4/7, the LLC will be cancelled and the powers, rights and privileges will cease in California.
•
It is recommended that legal counsel be consulted prior to submitting cancellation documents to ensure that all issues
are appropriately addressed.
FEES: There is no fee for filing Form LLC-4/7. However, there is a $15.00 special handling fee for processing a document
delivered in person to the Sacramento office. The special handling fee must be remitted by separate check for each
submittal and will be retained whether the document is filed or rejected. The preclearance and/or expedited filing of a
document within a guaranteed time frame can be requested for an additional fee (in lieu of the special handling fee).
Please refer to the Secretary of State’s website at http://www.ss.ca.gov/business/precexp.htm for detailed information
regarding preclearance and expedited filing services. The special handling fee or preclearance and expedited filing
services are not applicable to documents submitted by mail. Check(s) should be made payable to the Secretary of State.
COPIES: The Secretary of State will certify two copies of the filed document(s) without charge, provided that the copies
are submitted to the Secretary of State with the document(s) to be filed. Any additional copies submitted will be certified
upon request and payment of the $8.00 per copy certification fee.
Complete Form LLC-4/7 as follows:
Item 1.
Enter the file number issued by the California Secretary of State.
Item 2.
Enter the name of the limited liability company exactly as it is of record with the California Secretary of State,
including the entity ending.
Item 3.
This statement should not be altered. For information regarding final tax returns, contact the Franchise Tax
Board at (800) 852-5711 (from within the U.S.) or (916) 845-6500 (from outside the U.S.) or visit their website
at http://www.ftb.ca.gov.
Item 4.
Domestic limited liability companies only - check the appropriate box. NOTE: If the dissolution was not made
by the vote of all the members, a Certificate of Dissolution (Form LLC-3) must be filed prior to or together with
Form LLC-4/7.
Item 5.
Enter any other information the managers or members filing Form LLC-4/7 determine to include. Attach
additional pages, if necessary. If no other information is to be included, leave Item 5 blank and proceed to
Item 6.
Item 6.
Form LLC-4/7 should be signed by an authorized person, i.e., manager.
• If Form LLC-4/7 is signed by an attorney-in-fact, the signature should be followed by the words “Attorney-in-
fact for (name of person).”
• If Form LLC-4/7 is signed by an entity, the person who signs on behalf of the entity should note their name
and position/title, the exact entity name and the entity’s relation to the canceling limited liability company.
Example: If a limited liability company (“Smith LLC”) is the manager of the canceling limited liability company,
the signature of the person signing on behalf of Smith LLC should be reflected as Joe Smith, Manager of
Smith LLC, Manager.
• If Form LLC-4/7 is signed by a trust, the trustee should sign as follows: _________________, trustee
for _________________________________ trust (including the date of the trust, if applicable). Example:
Mary Todd, trustee of the Lincoln Family Trust (U/T/A 5-1-94).
Item 7.
Enter the name and the address of the person or firm to whom a copy of the filed document should be returned.
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LLC-4/7
State of California
Secretary of State
LIMITED LIABILITY COMPANY
CERTIFICATE OF CANCELLATION
There is no fee for filing a Certificate of Cancellation.
IMPORTANT – Read instructions before completing this form.
This Space For Filing Use Only
FILE NUMBER
ENTITY NAME (Enter the exact name of the limited liability company.)
1. Secretary of State File Number
2. Name of Limited Liability Company
3
TAX LIABILITY (The following statement should not be altered.)
3. A final franchise tax return, as described by Section 23332 of the Revenue and Taxation Code, or a final annual tax return,
as described by Section 17947 of the Revenue and Taxation Code, has been or will be filed with the Franchise Tax Board,
as required under Part 10.2 (commencing with Section 18401) of Division 2 of the Revenue and Taxation Code.
DISSOLUTION (Domestic limited liability companies ONLY: Check the “YES” or “NO” box, as applicable. Note: If the “NO” box is checked, a Certificate
of Dissolution (Form LLC-3) pursuant to Corporations Code section 17356(a) must be filed prior to or together with this Certificate of Cancellation.)
4. The dissolution was made by a vote of all of the members.
YES
NO
ADDITIONAL INFORMATION (Enter any other information the managers or members filing the Certificate of Cancellation determine to include.
Attach additional pages, if necessary. Additional information set forth on attached pages, if any, is incorporated herein by this reference and made part of this
certificate. If no other information is to be included, leave Item 5 blank and proceed to Item 6.)
5.
EXECUTION
6. I declare I am the person who executed this instrument, which execution is my act and deed.
Signature of Authorized Person
Date
Type or Print Name and Title of Authorized Person
Signature of Authorized Person
Date
Type or Print Name and Title of Authorized Person
RETURN TO (Enter the name and the address of the person or firm to whom a copy of the filed document should be returned.)
⎡
⎤
CITY/STATE/ZIP ⎣
7.
⎦
NAME
FIRM
ADDRESS
LLC-4/7 (REV 09/2006)
APPROVED BY SECRETARY OF STATE
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