PDF document

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!
State of Rhode Island This legal document
Department of State - Business Services Division should be typed.
All illegible
documents
Instructions for Filing will be REJECTED.
Certificate of Cancellation for a Foreign Limited Liability Company
Section 7-16-53 of the General Laws of Rhode Island, 1956, as amended
The attached form is designed to meet minimal statutory filing requirements pursuant to the relevant statutory provision.
This form and the information provided are not substitutes for the advice and services of an attorney and/or tax specialist.

All filings are public records under RIGL 38-2-1, et seq. This means all information is available to the public by a variety of methods
including, without limitations, inspections at our office, telephone inquiries and electronically through our online database.

How to pay the filing fee:
Before submitting this form, ensure your entity has filed
its final tax return and is in good standing with the RI The filing fee is payable either by mail via check made
Division of Taxation. You can confirm your tax status by payable to RI Department of State or in person via cash,
contacting the Division of Taxation at tax.collections@ credit card, or check at the Business Services Division, 148
tax.ri.gov or (401) 574-8941. W. River Street, Ste. 1, Providence, RI 02904. Contact our
office at (401) 222-3040 for further information.

How to complete the form: How to confirm your filing:

1. List the limited liability company’s ID number. The ID Entity records are retrievable and viewable through our
number can be found by looking up your entity in the website. Successful filings will NOT result in a mailed
Corporate Database. confirmation. Filings that cannot be processed will be posted
2. List the name of the limited liability company. The entity online and then returned. To confirm your submission and
name can be verified through our Corporate Database. obtain evidence of your filing:
3. List the state or jurisdication under whose laws the LLC • Go to our Corporate Database.
is organized. • Enter the name or ID number of your entity and click
“Search.”
4. The entity is not transacting business in this state and
• Click on the link to your entity record, scroll down,
surrenders its authority to transact business in this state.
select “All Filings” and then “View Filing.”
5. The Department of State will receive future service of • Identify the desired type of filing and click on “PDF”
process for the LLC regarding the transaction of business under “View PDF” to view and print the record.
in Rhode Island.
6. List the complete postal address to which the
How to maintain your status:
Department of State can mail a copy of any service of
process against the LLC. The entity is responsible for filing an annual report each
7. As required by RIGL 7-16-8, the limited liability company calendar year, excluding the year of incorporation, between
must certify that it has paid all fees and franchise taxes. February 1 and May 1. A courtesy reminder will be mailed
Confirm with the RI Division of Taxation that all tax to the registered agent prior to February 1 of each year. Be
obligations have been satisfied. Verify tax status by sure to follow up with your registered agent concerning the
emailing tax.collections@tax.ri.gov. filing of this report. Failure to file an annual report or maintain
a registered agent/office will result in revocation proceedings.
8. Check “Date received” unless you prefer that the
application go into effect at a later date than the form is Every entity registered with the RI Department of State -
received in the office. Any later date must be within 90 Business Services Division will have filing requirements with
days of filing. the Rhode Island Division of Taxation, even if no business
9. An authorized person of the LLC MUST sign and date is conducted within Rhode Island for a particular year. Your
this form. business may require additional licensing. Please visit our
website for further information.

FORM 452 - Revised: 8/2023

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State of Rhode Island
Department of State - Business Services Division

Certificate of Cancellation STAMP
FOREIGN Limited Liability Company FOR
SECRETARY OF STATE
Filing Fee: $75.00 USE ONLY

Pursuant to the provisions of RIGL 7-16-53, the undersigned foreign limited liability company
hereby cancels its registration to transact business in the State of Rhode Island, and for that
purpose submits the following statement:
1. Entity ID Number: 2. The name of the limited liability company is:

3. It is organized under the laws of:

4. The entity is not transacting business in this state and surrenders its authority to transact business in this state.
5. It revokes the authority of its agent, to accept service of process and consents that service of process in any action, suit
or proceeding arising out of the transaction of business in the state of Rhode Island, may thereafter be made on the limited
liability company by service thereof on the Department of State of the State of Rhode Island.
6. The post office address to which the Department of State may mail a copy of any process against the limited liability
company that may be served on him or her is:

7. The limited liability company certifies that it has no outstanding tax obligations. As required by RIGL 7-16-8, the limited
liability has paid all fees and taxes. [Note: tax status can be verified by emailing tax.collections@tax.ri.gov.]
8. Date when the Cancellation will be effective: CHECK ONE BOX ONLY
Date received (Upon filing)
Later effective date (Date must be no more than 90 days from the date of filing) ____________________________
Under penalty of perjury, I declare and affirm that I have examined this Certificate of Cancellation of Registration and that
all statements contained herein are true and correct.
Type or Print Name of Authorized Person Date

Signature of Authorized Person

MAIL TO:
Division of Business Services
148 W. River Street, Providence, Rhode Island 02904-2615 STAMP
Phone: (401) 222-3040
Website: www.sos.ri.gov FOR
SECRETARY OF STATE
USE ONLY

If you have any questions, please call us at (401) 222-3040, Monday through Friday,
between 8:30 a.m. and 4:30 p.m., or email corporations@sos.ri.gov.
FORM 452 - Revised: 8/2023

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        State of Rhode Island
        Department of State - Business Services Division

Filer Contact Information
        
In the event our office needs more information in order to complete the filing of this document, we ask for the 
filer’s contact information. All fields are REQUIRED.

Name:                                                                               Date:

Entity Name:

Street Address:

City:                                                State:                         Zip Code:

Email Address:                                                                      Phone Number: 

                                                                                             VOLUNTARY 
                                                                                             DISSOLUTION

If you have any questions, please call us at (401) 222-3040, Monday through Friday, 
between 8:30 a.m. and 4:30 p.m., or email corporations@sos.ri.gov.
                                                                                         FORM 452 - Revised:  8/2023

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