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New Hampshire Foreign Registration › Closing out

New Hampshire Form FLLC-3: how a foreign LLC closes its registration

A foreign LLC ends its New Hampshire registration on Form FLLC-3, a certificate of cancellation that costs $35 and must be supported by a tax statement that costs $30 from the Department of Revenue Administration. Together they come to $65 in state charges.

File Form FLLC-1

The cancellation at a glance

Form
Form FLLC-3, Application for Certificate of Cancellation of Registration of Foreign Limited Liability Company
Statute
RSA 304-C:179
State fee
$35
Tax statement
$30
Also needed
The Revenue Administration's original tax certificate
Signed by
a person with authority under the law of the home jurisdiction, or a court-appointed fiduciary

What the application must say

The statute lists what the application sets out: the name and home state, a statement that the LLC is not doing business in New Hampshire, a surrender of the certificate of registration, a revocation of the agent's authority with consent to service on the Secretary of State, a mailing address for process, and a statement for withdrawal from the Department of Revenue Administration. In short, the LLC says it has stopped doing business here, gives up its certificate, ends its agent's authority and agrees that process can be served on the Secretary of State.

Step one is the tax statement

The form's instructions put the tax certificate first: an original tax certificate from the Department of Revenue Administration, requested on Form AU-22. The statute sets the Department's fee for a statement for withdrawal at $30, nonrefundable. The Department's page asks that final New Hampshire business tax returns, with the federal pages, be attached if they have not been filed. So the sequence is to file the last returns, then request the statement, then file the form.

Who signs the cancellation

a person with authority under the law of the home jurisdiction, or a court-appointed fiduciary signs. That mirrors the signing rule on the registration form.

What the cancellation does not do

Cancelling does not end the Secretary of State's power to accept service for claims arising from business done in New Hampshire. The LLC stays reachable for what happened while it operated here, so keep records and the agent's forwarding address current for a while.

Delivery

Mail the completed form, the original tax certificate and the $35 fee to the Corporation Division, or deliver them in person. The form lists an older address; the state's 2025 notice gives the office as 28 School Street in Concord. We check the current address when we prepare your filing. Online filing is listed for this form too.

What the exit costs, all in

Registering and then closing out costs $165 in state charges, and the annual report costs $100 each year in between. A company that will be away for a while can compare the exit cost of $65 with the report it would otherwise pay.

Cancelling or doing nothing

Doing nothing is the costly choice. The report keeps falling due, and the Secretary of State can begin revocation once a report is more than 60 days late. A cancelled registration is a clean end; a revoked one is a record that has to be repaired if the LLC ever returns.

If the registration was revoked first

A revoked LLC asks for reinstatement on a form, with the fees that were owing. Beyond 120 days it adds the yearly fees since then, if it kept working here, and a clean-tax statement from the Department of Revenue Administration. The report page covers it.

Foreign corporations

A foreign for-profit corporation withdraws on Form 44 for $35, with the same original tax certificate. Its form title is Application for Certificate of Withdrawal of a For-Profit Foreign Corporation.

Order of events when you are in a hurry

If an exit is tied to a sale or a lease end, start with the tax statement, since it comes from another agency and sets the pace. File final returns first, request the statement, and only then complete the form.

Keeping the agent in place until the end

Until the certificate of cancellation is accepted, keep the registered agent and office current. A gap of 60 days without them is a ground for revocation, and a revocation in the middle of a cancellation adds a reinstatement step.

Closing a foreign LLC in New Hampshire

  1. Stop doing business here

    The application states that the LLC no longer does.

  2. File the final returns

    Business tax returns for the last period, if not yet filed.

  3. Request the tax statement

    The Department charges $30.

  4. Complete Form FLLC-3

    With the mailing address for process.

  5. Sign and pay

    $35 to the Secretary of State.

  6. Keep the confirmation

    It is your proof that the registration ended.

Cancellation questions

Do I need a tax certificate?

Yes. The form requires an original from the Department of Revenue Administration.

Does cancelling stop service of process?

No. The Secretary of State can still accept it for earlier business.

Can I cancel a revoked registration?

Reinstate it first, then cancel if you still want to.

Close my New Hampshire registration

Our fee and the New Hampshire fee

File Form FLLC-1 for my LLC

  • Form FLLC-1 completed from your answers, all seven articles
  • The good standing statement in article seventh explained before you sign
  • A New Hampshire resident agent and office from us, or your own choice
  • The accepted registration returned to you
  • Renewal: after the first year, the agent service renews at $149 a year
File Form FLLC-1
New Hampshire

$199

+ $100 state fee

Form FLLC-1 carries a state fee of $100, and a card payment online adds a $2 handling charge. Our price is a separate line. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

Sources

  1. New Hampshire Secretary of State, LLC forms and fees
  2. New Hampshire Form FLLC-1, foreign LLC registration, and its instructions
  3. New Hampshire QuickStart, annual report and annual fee schedule
  4. New Hampshire Secretary of State, domestic and foreign corporation forms and fees
  5. RSA 77-A:18, certifications for withdrawal and good standing
  6. New Hampshire Form FLLC-3, cancellation of a foreign LLC registration
  7. RSA 304-C:179, cancellation of a registration
  8. New Hampshire Department of Revenue Administration, certificate statements of withdrawal and good standing
  9. New Hampshire Secretary of State, annual report reminder notice
  10. New Hampshire Form 40, foreign for-profit corporation certificate of authority, and its notes
  11. New Hampshire Secretary of State, business FAQs
  12. RSA 304-C:183, grounds for revocation
  13. RSA 304-C:184, procedure and effect of revocation
  14. New Hampshire Form 44, withdrawal of a for-profit foreign corporation

Working in New Hampshire?

Register before the back fees start counting.

File Form FLLC-1