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Short Form Certificate Of Cancellation LLC-4-8 - California

Short Form Certificate Of Cancellation Form. This is a California form and can be used in Domestic Limited Liability Companies Limited Liability Companies Secretary Of State .
 Fillable pdf Last Modified 1/6/2014
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Secretary of State Business Programs Division Business Entities, 1500 11th Street, Sacramento, CA 95814 Limited Liability Company Cancellation Filing Requirements To cancel the Articles of Organization of a domestic limited liability company (LLC), the California (domestic) LLC must file a Certificate of Dissolution (Form LLC-3) and Certificate of Cancellation (Form LLC-4/7). However, if all the members vote to dissolve, only Form LLC-4/7 is required. To cancel the Application for Registration of a registered foreign LLC, the foreign LLC must file a Certificate of Cancellation (Form LLC-4/7). Note: In lieu of the above-mentioned certificates, a domestic LLC can file a Short Form Certificate of Cancellation (Form LLC-4/8) if the following requirements are met: 1) Form LLC-4/8 is being filed within twelve (12) months from the date the Articles of Organization were filed with the Secretary of State; 2) The domestic LLC has no debts or other liabilities (other than tax liability); 3) The known assets of the domestic LLC remaining after payment of, or adequately providing for, known debts and liabilities have been distributed to the persons entitled thereto or no known assets have been acquired; 4) The final tax return or a final annual tax return has been or will be filed with the Franchise Tax Board; 5) The domestic LLC has not conducted any business from the time of the filing of the Articles of Organization; 6) A majority of the managers or members, or if there are no managers or members, the person or a majority of the persons who signed the Articles of Organization, voted to dissolve the domestic LLC; and 7) If the domestic LLC received payments for interests from investors, those payments have been returned to those investors. Upon the effective date of the Certificate of Cancellation (Form LLC-4/7) or Short Form Certificate of Cancellation (Form LLC-4/8) by the Secretary of State, the Articles of Organization or Application for Registration of the LLC will be cancelled and the powers, rights and privileges of the LLC will cease in California. Filing instructions along with the above-mentioned forms are enclosed. Completed forms 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. It is recommended for proof of submittal that if the document(s) are mailed to the Secretary of State, they be sent by Certified Mail with Return Receipt Requested. Statutory filing requirements are found in California Corporations Code sections 17707.02 and 17707.08 (domestic LLCs) and 17708.06 (registered foreign LLCs). Please note: To file cancellation documents, the status of the LLC must be active on the records of the California Secretary of State. To check the status of the LLC, go to kepler.sos.ca.gov. LLC Diss/Canc Info (Rev. 01/2014) Page 1 of 1 California Secretary of State www.sos.ca.gov/business/be (916) 657-5448 LLC-4/8 State of California Secretary of State Limited Liability Company Short Form Certificate of Cancellation There is no fee for filing a Short Form Certificate of Cancellation. IMPORTANT ­ Read instructions before completing this form. This Space For Filing Use Only File Number 1. Secretary of State File Number Entity Name (Enter the exact name of the domestic limited liability company.) 2. Name of Limited Liability Company Required Statements (The following statements should not be altered.) 3. a) This Short Form Certificate of Cancellation is being filed within twelve (12) months from the date the Articles of Organization were filed with the Secretary of State; b) The limited liability company does not have any debts or other liabilities, except as provided in Item 3(c); c) All final returns required under the California Revenue and Taxation Code have been or will be filed with the California Franchise Tax Board; d) The limited liability company has not conducted any business from the time of the filing of the Articles of Organization; and e) Payments received by the limited liability company for interests from investors, if any, have been returned to those investors. Assets 4. (Check the applicable statement. Note: Only one box may be checked.) The known assets of the limited liability company remaining after payment of, or adequately providing for, known debts and liabilities have been distributed to the persons entitled thereto. The limited liability company has acquired no known assets. Dissolution 5. (Check the applicable statement. Note: Only one box may be checked.) A majority of the members or managers of the limited liability company named in Item 2 has voted to dissolve the limited liability company. The undersigned constitutes a majority of the members or a majority of the managers. There are no members or managers. The sole person or a majority of the persons who signed the Articles of Organization of the limited liability company named in Item 2 has voted to dissolve the limited liability company. The undersigned constitutes the sole person or a majority of the persons who signed the Articles of Organization. Cancellation (The following statement should not be altered.) 6. Upon the effective date of this Short Form Certificate of Cancellation, this LLC's Articles of Organization will be cancelled and its powers, rights and privileges will cease in California. Execution (If additional signature space is necessary, the acknowledged signature(s) may be made on an attachment to this certificate. attachments to this certificate are incorporated herein by this reference.) 7. I declare I am the person who executed this instrument, which execution is my act and deed. ___________________________________________________________________________________ _______________________________________________________________________ Any Signature of Member, Manager or Organizer Type or Print Name of Member, Manager or Organizer ___________________________________________________________________________________ _______________________________________________________________________ Signature of Member, Manager or Organizer Type or Print Name of Member, Manager or Organizer ___________________________________________________________________________________ _______________________________________________________________________ Signature of Member, Manager or Organizer LLC-4/8 (REV 01/2014) Type or Print Name of Member, Manager
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