Delaware Entity Withdrawal Information

Services to terminate your entity’s foreign registration with the state
Order Registered Agent Service

Withdraw Your Entity from Delaware

Withdrawal is the process of closing out the foreign registration of an entity. Depending on the current status of your business or organization, this process varies. See the table below for more information on filing a withdrawal in Delaware.

For Foreign Corporations:

Agency:Delaware Department of State - Division of Corporations

Foreign Corporation Certificate of Withdrawal

Agency Fee:


Notarize:Not required

For Foreign Limited Liability Companies:

Agency:Delaware Department of State - Division of Corporations

Certificate of Cancellation of a Foreign Limited Liability Company

Agency Fee:


Notarize:Not required

Frequently Asked Questions

Why do I need to withdraw my entity?

Companies that no longer provide service in a state sometimes allow their legal registration to lapse, resulting in a loss of good-standing. Entities that lose good-standing may find themselves subject to local taxes and penalty fees despite having ceased operations in that state. Filing withdrawal paperwork with the state closes your entity’s foreign registration cleanly, and reduces your risk of penalties, as you wrap up affairs in that state.

What is tax clearance?

Depending on your state, and the type of entity you are withdrawing, you may be required to obtain tax clearance from the state’s Department of Revenue or taxation authority. If this is required, you can add this to your service, and a Harbor Compliance specialist will obtain tax clearance for your business.

Withdrawal vs. Dissolution

The term "withdrawal" typically refers to entities who are winding up affairs in a foreign state. If you have a domestic entity, and wish to wrap up affairs in your home state, you will "dissolve" your legal entity. For more information on dissolving your domestic entity, please visit our dissolution page.

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