The following table lists the most common methods of dissolution, cancellation and withdrawal for each business entity type. It provides links to our Online Business Endings and Cancellation service, which encompasses the filings required to remove a business from the State’s tax and commercial registries.
If you wish to use our online service, be prepared to enter your filing credentials: 10 digit identification number; business type (LLC, LP, corporation, etc.); and the month and year your business was originally formed or authorized to do business in New Jersey. Be aware that in order to file, your business must be in good legal standing with the State (that is, not revoked or voided for noncompliance with State annual reporting or tax laws). The online filing system will check your business standing automatically after you enter your filing credentials.
If your business is a for-profit corporation with outstanding tax obligations, you will complete a tax clearance application as part of the filing process. There is a $25 fee for the application, which is in addition to the fee for dissolution or withdrawal. Please note that tax clearance can be a lengthy process and may take several months. If you have any questions concerning tax clearance or other tax issues, call the Division of Taxation at 609.292.6400.
View information on the consequences of not dissolving a corporation
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Select an option from the table below to view the method of dissolution, cancellation or withdrawal that applies to your business.
Review the information on Tax Clearance requirements and eligibility. Click on the on-line filing link when you are ready to file.
Method | Tax Clearance Certificate Required? | Special Eligibility Rules forThis Method? | Governing Statute (Be sure to review the law before filing.) | On-line Filing Link |
---|---|---|---|---|
Dissolve Before Commencing Business | No | Yes | NJSA 14A:12-2 | |
Dissolve Without Assets | No | Yes | NJSA 14A:12-4.1 | |
Dissolve Without a Meeting of the Shareholders | Yes | No | NJSA 14A:12-3 | |
Dissolution pursuant to action of board and shareholders | Yes | No | NJSA 14A:12-4 |
Method | Tax Clearance Certificate Required? | Special Eligibility Rules forThis Method? | Governing Statute (Be sure to review the law before filing.) | On-line Filing Link |
---|---|---|---|---|
Withdraw | Yes | No | NJSA 14A:13-8 |
Method | Tax Clearance Certificate Required? | Special Eligibility Rules forThis Method? | Governing Statute (Be sure to review the law before filing.) | On-line Filing Link |
---|---|---|---|---|
Dissolve/Terminate | No | No | NJSA 42:2C |
Method | Tax Clearance Certificate Required? | Special Eligibility Rules forThis Method? | Governing Statute (Be sure to review the law before filing.) | On-line Filing Link |
---|---|---|---|---|
Cancel | No | No | NJSA 42 |
Method | Tax Clearance Certificate Required? | Special Eligibility Rules forThis Method? | Governing Statute (Be sure to review the law before filing.) | On-line Filing Link |
---|---|---|---|---|
Cancel | No | No | NJSA 42:2A-18 |
Method | Method | Tax Clearance Certificate Required? | Special Eligibility Rules forThis Method? | Governing Statute (Be sure to review the law before filing.) | On-line Filing Link |
---|---|---|---|---|
Cancel | No | No | NJSA 42:2A-18 |
Method | Tax Clearance Certificate Required? | Special Eligibility Rules forThis Method? | Governing Statute (Be sure to review the law before filing.) | On-line Filing Link |
---|---|---|---|---|
Dissolve Before Commencing Business | No | Yes | NJSA 15A:12-2 | |
Dissolve With the Consent of the Members | No | No | NJSA 15A:12-2 |
Method | Tax Clearance Certificate Required? | Special Eligibility Rules forThis Method? | Governing Statute (Be sure to review the law before filing.) | On-line Filing Link |
---|---|---|---|---|
Withdraw | No | No | NJSA 15A:13-8 |
For assistance with the online service, contact the Division of Revenue and Enterprise Service by e-mail or call 609.292.9292.