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Withdraw a Foreign Business in Texas

If your company is registered as a foreign entity in Texas and no longer needs authority to transact business here, withdrawal is the filing that ends that Texas registration.

For Texas, the withdrawal filing is Form 608, the Certificate of Withdrawal. The Texas Secretary of State lists Form 608 for withdrawal of a foreign entity, and the form can be filed online through SOSDirect.

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How to Withdraw Your Foreign Business in Texas

Start by confirming that the company is a foreign entity registered with the Texas Secretary of State. Withdrawal is for an entity that was formed somewhere else and later registered to transact business in Texas.

Texas uses Form 608, Certificate of Withdrawal, for this filing. The Texas Secretary of State lists Form 608 for online filing through SOSDirect.

Before filing, settle the Texas business issues that should not remain open after withdrawal. Companies usually withdraw because they are dissolving, merging, or no longer conducting business in a state. For Texas, confirm whether the company has open franchise tax, Public Information Report, registered-agent, license, permit, contract, payroll, or sales tax issues before treating withdrawal as finished.

[FACT-PENDING: whether Texas requires Comptroller tax clearance, account-status clearance, or any other agency clearance before Form 608 withdrawal.]

Keep the Texas registered agent and registered office current until the withdrawal is accepted. Every domestic or foreign filing entity in Texas must maintain a registered agent and registered office, and the registered office must be a physical Texas address where service of process and official notices can be received during business hours.

Our Texas registered-agent service uses the real office at 1800 St. James Place, Houston.

Cost to Withdraw Your Foreign Business in Texas

The Texas Secretary of State filing fee for Form 608 is $15.

That state filing fee is not the whole closeout analysis. The company may still need to address franchise tax filings, Public Information Reports, sales tax accounts, business licenses, permits, payroll accounts, registered-agent service, contracts, leases, bank records, and internal company approvals before the Texas withdrawal is clean.

Do not use the withdrawal filing as a substitute for winding down the business. Form 608 addresses the foreign entity's Texas registration. It does not automatically dissolve the company in its home state, cancel private contracts, close tax accounts, or resolve unpaid obligations.

[FACT-PENDING: Texas withdrawal processing time, paper filing address if not using SOSDirect, and any withdrawal-specific penalties outside the Form 608 filing fee.]

About the author. Andrew Pierce writes the pages on this site and runs our Houston office at 1800 St. James Place. Texas is family ground: his mother lived in Pecos and his brother is in Plano. If something on this page is unclear, call the office and ask; he reads the mail.