Alabama Foreign Registration / Withdrawal
The Alabama Foreign LLC Certificate of Withdrawal
A foreign LLC ends its Alabama registration by filing the Foreign Limited Liability Company (LLC) Certificate of Withdrawal, which costs $100 and must come with an original compliance certificate issued by the Alabama Department of Revenue. The form is filed under Ala. Code 10A-1-7.11 with two typed copies. We prepare it for $199 plus the state fee, and the same steps apply to other entity types with their own forms.
Withdrawal in brief
- Form
- Foreign Limited Liability Company (LLC) Certificate of Withdrawal
- State fee
- $100
- Attach
- The Revenue Department's original compliance certificate
- Copies
- 2 typed copies and a stamped return envelope
- Corporation form
- Foreign Corporation Certificate of Withdrawal
- Same fee for
- Foreign corporations, limited partnerships and LLPs
The ten items
| Item | What it says or asks | Note |
|---|---|---|
| 1. Entity ID | The Alabama entity ID, in the format 000-000-000 | Find it through the state business entity search |
| 2. Legal name | The name registered in Alabama | Match the filed registration |
| 3. Jurisdiction | The entity's state or country of formation | |
| 4. Principal office | Where the entity operates from, as a street address, plus a mailing address if different | |
| 5. No longer transacting | The entity certifies it no longer transacts business in Alabama | A statement of fact |
| 6. Money due | It certifies that money due to Alabama is paid or arranged | Attach a copy of any payment arrangement |
| 7. Compliance certificate | The original Department of Revenue certificate is attached | Not a photocopy |
| 8. Agent and service | The entity revokes its agent's authority and consents to service under the Alabama Rules of Civil Procedure | Covers claims from the period of authority |
| 9. Mailing address | An address to which process may be mailed | Keep it current |
| 10. Address updates | A commitment to file an address amendment if that address changes |
A date, the signer's typed name and title and a signature complete the form, and a payment slip follows.
The compliance certificate comes first
Items 6 and 7 are the heart of withdrawal. The entity certifies that any money due the State has been paid or that arrangements have been made, and attaches the Revenue Department's original Certificate of Compliance. The form tells you to request the document from the Department's online compliance service or through the Commissioner's Office, which asks for a document showing that all applicable taxes and fees due the State are paid. If there are unfiled business privilege tax returns, they surface here, which is why a company that has ignored the tax for years should expect to catch up first.
If you cannot pay in full, item 6 allows arrangements for payment, and you attach a copy of them.
What withdrawing does to service of process
The statute lists what a certificate of withdrawal must state, including that the entity no longer transacts business in Alabama, that it revokes the registered agent's authority to accept service, and that it consents to service of process for claims arising in Alabama while it was authorized to transact business here, in a manner similar to the Alabama Rules of Civil Procedure (Ala. Code 10A-1-7.11(b)(5)). Withdrawal therefore does not erase old claims. It moves the mailing point for process to the address in item 9, which is why item 10 asks for a commitment to update that address.
Filing and paying
The fee is $100, payable to the Alabama Secretary of State. Send two typed copies to P.O. Box 5616, Montgomery, Alabama 36103. The form states that it is accepted by mail or courier, not email, and it also mentions an online withdrawal. Card payments on the paper slip carry the usual 3 percent plus $2. Enclose a stamped envelope addressed to yourself to get the receipt back.
Other entity types and what ends in the same way
A foreign corporation files the Foreign Corporation Certificate of Withdrawal, which has the same structure and the same $100 fee. Foreign limited partnerships and LLPs have their own withdrawal forms on the Secretary of State's downloads page at the same fee. Registration also ends by revocation, which the Secretary of State can start when grounds such as an unpaid privilege tax, a missing agent or a terminated home entity exist (Ala. Code 10A-1-7.12). A voluntary withdrawal is cleaner. The Department of Revenue says a registered entity files its privilege tax return until it is dissolved or withdrawn, so withdrawing ends that yearly duty.
Before you withdraw
- Confirm that the company really has stopped transacting business in Alabama, including any employees and leases.
- File any outstanding business privilege tax returns and pay what is owed.
- Request the Certificate of Compliance and wait for the original.
- Decide where process should be mailed in item 9, and for how long that address will stay good.
- Keep a copy of the filed certificate with your records.
If the company might return to Alabama, withdrawing is not a pause button. A later registration starts from a new application with a new name reservation and a fresh $150 fee.
Withdrawing from Alabama
Stop transacting business
Close out Alabama activity and sort out any open tax periods.
Get the compliance certificate
Ask the Department of Revenue for the original document.
Type the certificate
Complete all ten items with the entity ID from the state search.
Pay and attach
$100 with the original certificate of compliance.
Mail two copies
With a stamped envelope for the receipt.
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
Does withdrawing end my business privilege tax duty?
It ends the duty going forward. The Department says the return is due each year until the entity is withdrawn or dissolved, and earlier years must be settled to get the compliance certificate.
Can I withdraw by email?
No. The form says it must be typed and is not accepted via email.
Is there a different fee for a corporation?
No. The certificate of withdrawal is $100 for foreign LLCs, corporations, limited partnerships and LLPs.
Who signs?
Someone with authority to sign for the entity; the form asks for a typed name and title.
What if the compliance certificate is slow?
The filing cannot go in without it, so request it early.
Our charge and the state fee, itemized
Register in Alabama
+ $150 state fee
- The Alabama name reservation, requested first so its certificate can travel with the filing
- The Foreign LLC Application for Registration or the Foreign Corporation Application for Registration, completed and signed for you
- An Alabama registered agent and office: ours, or the one you keep
- Submission to the Secretary of State and the filed registration sent back to you
- Renewal: after the first year, the agent service renews at $149 a year
$199
Alabama
Start my Alabama registrationCheckout lists our charge and the Alabama fee on separate lines before you pay. $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
- Alabama Secretary of State, LLC filings
- Alabama Secretary of State fee schedule
- Alabama Secretary of State, Foreign LLC Application for Registration (form PDF)
- Alabama Secretary of State, Foreign Corporation (business or nonprofit) Application for Registration (form PDF)
- Alabama Secretary of State, foreign corporations
- Alabama Secretary of State, Foreign LLC Certificate of Withdrawal (form PDF)
- Code of Alabama 10A-1-7.11 (voluntary withdrawal of registration)
- Alabama Secretary of State, Foreign Corporation Certificate of Withdrawal (form PDF)
- Code of Alabama 10A-1-7.12 (grounds for revocation)
Doing business in Alabama from another state?
Order online and we reserve the name, prepare the application and file it in Montgomery.