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Business Registration & Information Services > Registration and Filing > Dissolve, Cancel or Withdraw a Business Entity
Dissolve, Cancel or Withdraw a Business Entity
When a business entity is closing its operation in New Jersey, steps must be taken to remove the entity from the tax and public records. Technically, domestic corporations will dissolve, LLCs/LPs/LLPs will cancel and foreign corporations will withdraw. In all cases, the business must be in good standing. In addition, a Tax Clearance Certificate must be issued for both domestic and foreign for-profit corporations with assets.

Effective July 1, 2003, all documents for dissolution or withdrawal, including the request for the tax clearance will be submitted together as part of a package to the Division of Revenue. In addition, new forms and procedures affecting for-profit corporations  have been implemented.

NOTE: General Partnerships and Proprietorships are NOT subject to the filing requirements set forth on this page.  However, General Partnerships and Proprietorships ending their business operations should take care to properly close out their tax liabilities by filing the applicable changes to their tax/employer account records.  (See the Division of Taxation's publication on ending your tax registration in New Jersey (ANJ-13 )  and How do I change my Tax/Employer registration? )

The forms for the closure of operations in New Jersey may be downloaded or requested by calling Business Services at 609.292.9292.

Service Options:


 

  Regular Mail

  Over-the-Counter


 

NJ Division of Revenue
Business Liquidations
PO Box 308
Trenton, NJ 08646

NJ Division of Revenue
225 West State Street, 3rd Fl.
Trenton, NJ 08608
Attn: Business Liquidations

The dissolution shall be considered effective when the proper payment and all documentation including, if required, a Tax Clearance Certificate issued by the Division of Taxation are received. If the filing is rejected for any reason, the date of dissolution will be the date the package is resubmitted and deemed complete.

If you have any questions concerning the Tax Clearance Certificate or the resolution of tax issues, please call the Division of Taxation at 609.292.6400 for assistance. Please note that the issuance of the Tax Clearance Certificate is a lengthy process and may take several months. Other questions regarding this process should be directed to the Division of Revenue by e-mail  or by calling 609.292.9292.

Consequences of Not Dissolving