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The LLC-4/7 form is an essential document for those looking to officially dissolve their Limited Liability Company (LLC) in California. This form serves several important functions, including notifying the Secretary of State about the company's cancellation and confirming that all final tax obligations have been settled. Importantly, there is no fee associated with filing the Certificate of Cancellation, though a nominal certification fee may apply if necessary. When submitting, it’s crucial to provide accurate information such as the LLC's official name and its 12-digit entity number as recorded. Furthermore, the form requires a statement regarding the dissolution, which must indicate that all members agreed to the decision. Should you not meet this requirement, an additional Certificate of Dissolution may need to be filed simultaneously. The form also contains a Cancellation Statement that emphasizes the cessation of the company’s powers and privileges upon approval. Lastly, the document must be signed by authorized members under penalty of perjury, reinforcing the importance of truthfulness in the submission. By understanding these aspects, LLC members can ensure compliance and facilitate a smooth cancellation process.

Llc 4 7 Example

Secretary of State

Business Programs Division

Business Entities

1500 11th Street, Sacramento, CA 95814

P.O. Box 944260, Sacramento, CA 94244-2600

Submission Cover Sheet

For faster service, file online at bizfileOnline@sos.ca.gov.

Instructions:

Complete and include this form with your paper submission. This information only will be used to communicate with you about the submission, if needed. This form will be treated as correspondence and will not be made part of the filed document.

Make all checks or money orders payable to the Secretary of State.

In person submissions (excluding Statements of Information): $15 handling fee; do not include a $15 handling fee when submitting documents by mail.

Standard processing time for submissions to this office is approximately 5 business days from receipt. All submissions are reviewed in the date order of receipt with online submissions given priority. For updated processing time information, visit www.sos.ca.gov/business/be/processing-dates.

Optional Copy and Certification Fees:

If applicable, include optional copy and certification fees with your submission.

For applicable copy and certification fee information, refer to the instructions of the specific form you are submitting.

Contact Person: (Please type or print legibly)

First Name:

 

Last Name:

Phone (optional):

Entity Information: (Please type or print legibly)

Name:

Entity Number (if applicable):

Comments:

Submission Cover Sheet (REV 03/2022)

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Secretary of State

LLC-4/7

 

Certificate of Cancellation

Limited Liability Company (LLC)

There is No Fee for filing a Certificate of Cancellation

Certification Fee (Optional) – $5.00

This Space For Office Use Only

1.Limited Liability Company Name (Enter the exact name of the LLC as it is recorded with the California Secretary of State)

2.LLC 12-Digit Entity (File) Number (Enter the exact 12-digit Entity (File) Number issued by the California Secretary of State.)

3.Dissolution (California LLCs ONLY: Check the box if the vote to dissolve was made by the vote of ALL the members.)

The dissolution was made by a vote of ALL of the members of the California Limited Liability Company.

Note: If the above box is not checked, a Certificate of Dissolution (Form LLC-3) must be filed prior to or together with this Certificate of Cancellation. (California Corporations Code section 17707.08(a).)

4.Tax Liability Statement (Do not alter the Tax Liability Statement.)

All final returns required under the California Revenue and Taxation Code have been or will be filed with the California Franchise Tax Board.

5.Cancellation Statement (Do not alter the Cancellation Statement.)

Upon the effective date of this Certificate of Cancellation, the Limited Liability Company’s registration is cancelled and its powers, rights and privileges will cease in California.

6.Read and Sign Below (Do not use a computer generated signature.)

By signing, I affirm under penalty of perjury that the information herein is true and correct and that I am authorized by California law to sign.

________________________________________________________________

________________________________________________

Signature

Type or Print Name

________________________________________________________________

________________________________________________

Signature

Type or Print Name

________________________________________________________________

________________________________________________

Signature

Type or Print Name

LLC-4/7 (REV 03/2022)

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2022 California Secretary of State

bizfileOnline.sos.ca.gov

Form Characteristics

Fact Name Details
Form Purpose The LLC-4/7 form is used to file a Certificate of Cancellation for a Limited Liability Company in California.
Governing Law This form is governed by the California Corporations Code section 17707.08(a).
Filing Fee There is no fee for filing the Certificate of Cancellation, but there is a $5 optional certification fee.
Dissolution Requirement A vote by all members of the LLC is required for dissolution to proceed with this filing.
Tax Liability Statement The form includes a statement affirming that all final tax returns have been filed with the California Franchise Tax Board.
Processing Time The standard processing time for submissions is approximately 5 business days from receipt.
Submission Options Paper submissions can be mailed, or filing can be completed online for faster processing.
Handling Fee In-person submissions, excluding Statements of Information, incur a $15 handling fee; this fee is waived for mail submissions.
Contact Information Submitters are encouraged to provide contact information for any communications related to the filing.
Signature Requirements A handwritten signature is required; electronic signatures are not permitted on this form.

Guidelines on Utilizing Llc 4 7

Completing the LLC 4 7 form is essential for submitting a Certificate of Cancellation for your Limited Liability Company (LLC) in California. After filling out this form, you will need to ensure that all details are accurate and complete before submission. This process helps facilitate a smooth dissolution of your LLC with the Secretary of State.

  1. Obtain the form: Download the LLC 4 7 form from the California Secretary of State's website or acquire a hard copy.
  2. Fill out the Contact Person section: Include your first name, last name, and an optional phone number.
  3. Enter the Entity Information: Provide the exact name of your LLC as it is officially recorded and the 12-digit Entity (File) Number issued by the California Secretary of State.
  4. Check the Dissolution box: Indicate if the decision to dissolve the LLC was made by the unanimous vote of all members.
  5. Confirm the Tax Liability Statement: Acknowledge that all final returns required under the California Revenue and Taxation Code have been or will be filed.
  6. Include the Cancellation Statement: Read and understand the statement that confirms the cancellation of the LLC's registration upon the effective date of this form.
  7. Sign the form: Ensure you sign in person, avoiding a computer-generated signature. Type or print your name next to your signature.
  8. Prepare payment: If required, make your check or money order payable to the Secretary of State. Remember that there is no fee for filing the Certificate of Cancellation, but optional certification fees may apply.
  9. Submit the form: Mail the completed form along with any applicable fees to the Secretary of State's address or file it online for faster service.

What You Should Know About This Form

What is the LLC 4/7 form?

The LLC 4/7 form is the Certificate of Cancellation for Limited Liability Companies (LLCs) in California. It is used when an LLC wants to formally cancel its registration and cease its existence in the state. Completing this form ensures that the LLC is properly dissolved according to California law.

Is there a fee to file the LLC 4/7 form?

No, filing the Certificate of Cancellation (LLC 4/7) has no fee. However, if you want a certified copy of the cancellation, there is an optional fee of $5.00.

How do I file the LLC 4/7 form?

What information is needed for the LLC 4/7 form?

You will need to provide the exact name of the LLC as recorded with the California Secretary of State, the 12-digit entity number, and confirm whether the dissolution was agreed upon by all members. Additionally, you must complete the tax liability statement and cancellation statement sections without alterations.

What if not all members agreed to the dissolution?

If the dissolution was not approved by all members, you cannot use the LLC 4/7 form. Instead, you will need to file a Certificate of Dissolution (Form LLC-3) prior to or with the Certificate of Cancellation.

Will the submission be processed quickly?

The standard processing time for the LLC 4/7 submission is approximately five business days. However, online submissions are prioritized, which may expedite your processing time. You can check for updated processing times on the Secretary of State's website.

What happens after my LLC 4/7 form is processed?

Once your Certificate of Cancellation is processed successfully, the registration of your LLC will be canceled. This means that the LLC's powers, rights, and privileges will cease in California on the effective date stated in the cancellation form.

Do I need to provide a tax liability statement?

Who can sign the LLC 4/7 form?

Common mistakes

Submitting the LLC-4/7 form for Certificate of Cancellation can be a straightforward process, but several common mistakes may complicate it. One frequent error involves failing to enter the exact name of the Limited Liability Company as recorded with the California Secretary of State. This name must match precisely; even a small discrepancy could lead to rejection of the application.

Another mistake is neglecting to include the 12-digit Entity (File) Number assigned by the Secretary of State. This number is crucial for identifying the specific LLC. Omitting it can delay processing or result in the form being returned for correction.

Many individuals overlook the requirement to check the box indicating whether the vote to dissolve was made by all members. If this box is not checked, the form cannot be processed correctly, and a different form, the Certificate of Dissolution (Form LLC-3), will be necessary.

Inadequate attention to the Tax Liability Statement is another common issue. The statement must not be altered in any way. It is mandatory that all final tax returns be filed or indicated as such to avoid complications with the California Franchise Tax Board.

Some individuals do not realize that the Cancellation Statement must remain unaltered as well. Altering this statement can invalidate the submission, so it is important for applicants to leave it as it is provided.

People often forget to sign the form. It’s essential to remember that signatures must not be computer-generated, as this can lead to rejection. Only handwritten signatures are acceptable.

Additionally, misplacing the optional copy and certification fees can cause delays. If a person wishes to request copies or certifications, they should ensure to include the appropriate payment with their submission.

Another mistake is related to the contact information. If the contact person’s details are not filled in clearly or legibly, it can hinder communication regarding the submission status. This can lead to miscommunications and unnecessary delays.

Submitting the form without paying attention to the instructions can also result in errors. For example, if a person submits the documents in person but includes a $15 handling fee for mail submissions, this will lead to confusion and potential delays.

Finally, individuals may not double-check their form before submission. It’s important to review all information for accuracy and completeness. A simple review can help avert missteps that might prolong the cancellation process.

Documents used along the form

Completing the LLC 4/7 form, which serves as the Certificate of Cancellation for a Limited Liability Company (LLC) in California, may require you to gather additional important documents. These forms can assist in ensuring a smooth cancellation process while complying with state requirements. Below are several other forms and documents that are often utilized alongside the LLC 4/7 form.

  • Certificate of Dissolution (Form LLC-3): This document must be filed if all members have not voted to dissolve the LLC. It officially dissolves the company under California law and must be submitted before or with the LLC 4/7 form.
  • Final Tax Returns: Before cancellation, ensuring that all final tax returns are filed with the California Franchise Tax Board is crucial. This step confirms that the LLC has met its tax obligations.
  • Statement of Information (Form LLC-12): While not always required for cancellation, submitting the latest Statement of Information can provide the state with updated contact details and management structure before dissolution.
  • Operating Agreement: This internal document outlines the management and operational procedures of the LLC. Although not filed with the state, it may be referred to during the cancellation process to confirm member votes regarding dissolution.
  • Payment Confirmation: If any fees are associated with final tax filings or cancellation documents, keeping a record of payment confirmations can be beneficial. This documentation serves as proof that all outstanding dues to the state have been settled.

Having these documents ready can help streamline the cancellation process for your LLC. It is advisable to double-check each requirement to avoid potential delays. Always ensure that your submissions are complete and accurate to facilitate a smoother dissolution experience.

Similar forms

  • Certificate of Dissolution (Form LLC-3): This document is used when an LLC formally dissolves its business operations. Like the LLC 4 7 form, it requires specific votes or decisions from members before submission.
  • Articles of Organization (Form LLC-1): This form establishes a new LLC. Both documents outline important information about the LLC, including its name and relevant details. However, one creates the LLC while the other formally cancels it.
  • Statement of Information (Form LLC-12): This document updates essential business information for an LLC, similar to how the LLC 4 7 form finalizes the company's status in state records.
  • Certificate of Amendment (Form LLC-2): It modifies certain details of an LLC's existing documents. Though differing in purpose, both forms require official signatures and state verification.
  • Registered Agent Appointment (Form LLC-11): This form appoints a registered agent for the LLC. Similar to the LLC 4 7 form, it requires clear communication with the state regarding the LLC's structure.
  • Application to Register a Foreign LLC (Form LLC-5): This form registers an out-of-state LLC to conduct business in California. Both documents interact with state governance, but one initiates registration while the other concludes it.
  • Notice of Withdrawal (Form LLC-20): This notifies the state of an LLC’s decision to withdraw from California. Similar to the LLC 4 7 form, it reflects a definitive action regarding the entity's status.
  • Tax Clearance Certificate: An essential document to ensure that all taxes owed are settled before an LLC cancels. Just like the Tax Liability Statement in the LLC 4 7 form, it validates compliance with state tax obligations.
  • Operating Agreement: This document outlines the management structure of an LLC. While not filed, it serves a purpose similar to the LLC 4 7 in that it documents important decisions made regarding the LLC’s future or dissolution.
  • Resolutions of the Members: Used to record decisions made by the members of the LLC. Both the resolutions and the LLC 4 7 form signify critical collective decisions impacting the LLC’s status.

Dos and Don'ts

When filling out the LLC 4/7 form, careful attention can prevent common mistakes that lead to processing delays or complications. Here are four key do's and don'ts to keep in mind.

  • Do provide accurate information.
  • Don't leave any required fields blank.
  • Do double-check the name of the LLC and the 12-digit Entity Number for correctness.
  • Don't forget to apply your signature in ink, avoiding any computer-generated options.

These straightforward practices can help ensure that your submission is efficient and moves through the process without unnecessary hitches. Remember, taking your time and confirming each detail pays off in the long run.

Misconceptions

There are several misconceptions about the LLC 4/7 form that can lead to confusion during the cancellation process of a Limited Liability Company in California. Understanding these misconceptions can help ensure a smoother experience.

  • There is no fee for filing the form. While it is true that submitting the Certificate of Cancellation does not require a filing fee, optional certification fees may apply. A fee of $5.00 is charged if you choose to request a certification of the cancellation.
  • All members must vote to dissolve the LLC. Not all members are required to vote on the dissolution of the LLC. However, if the box indicating that the vote was made by all members is not checked, it is necessary to file a Certificate of Dissolution (Form LLC-3) in conjunction with the Certificate of Cancellation.
  • It’s unnecessary to file final tax returns. This is misleading. The Tax Liability Statement included in the form states that all final returns must be filed with the California Franchise Tax Board. Therefore, ensuring that all required tax documents are completed is crucial to avoid future liabilities.
  • A computer-generated signature is acceptable. This is incorrect. Signatures on the form must be handwritten. A computer-generated signature will not be accepted, and you may face delays or rejection of your application if this rule is not followed.

Being informed about these common misconceptions can help streamline the process and prevent potential setbacks when filing the LLC 4/7 form for cancellation.

Key takeaways

Here are key takeaways about filling out and using the LLC 4 7 form:

  • Always complete the Submission Cover Sheet with your paper submission.
  • The cover sheet is for communication purposes only and will not be part of the filed document.
  • Submit fees in the form of checks or money orders made payable to the Secretary of State.
  • Online submissions receive priority over paper submissions, so consider filing online for faster processing.
  • The standard processing time is about 5 business days from the date of receipt.
  • Do not alter the Tax Liability Statement or Cancellation Statement sections; they are mandatory and must remain unchanged.
  • Your signature must be handwritten; avoid using a computer-generated signature.