Nonprofit Corporation - FTB Administrative Dissolution/Surrender Notice

Background

Effective January 1, 2016, California nonprofit public benefit, mutual benefit, religious, and registered foreign nonprofit corporations are subject to the Franchise Tax Board (FTB) administrative dissolution (California nonprofit corporations) or administrative surrender (registered foreign nonprofit corporations) if the entity’s corporate powers have been suspended or forfeited by the California Franchise Tax Board for at least 48 continuous months.

Once initiated by the California Franchise Tax Board, the nonprofit corporation has 60 calendar days to act before the corporation administratively is dissolved/surrendered permanently.

Notice of Pending Administrative Dissolution/Surrender

The Secretary of State is currently awaiting the next Pending FTB Administrative Dissolution/Surrender List from the California Franchise Tax Board.

How to avoid Administrative Dissolution/Surrender

Option 1 – Pay and Return to Active Status

  • The corporation must pay or satisfy all accrued taxes, penalties, and interest with the California Franchise Tax Board; AND
  • The corporation must have a current Statement of Information on file with the California Secretary of State (Form SI-100 for California nonprofit corporations; Form SI-550 for registered foreign nonprofit corporations).

Option 2 – Submit an Objection and Get a 90-Day Extension

The corporation may extend the 60 calendar day period by submitting a written objection to the administrative dissolution/surrender with the California Franchise Tax Board. Objections can be mailed to:

Exempt Organizations Unit MS F120
Franchise Tax Board
PO Box 1286
Rancho Cordova, CA 95741-1286

Upon receipt, the corporation will be given an additional 90 calendar days from when the California Franchise Tax Board receives the objection to resolve the situation before the entity is administratively dissolved/surrendered.

Please contact the Franchise Tax Board’s Exempt Organizations Unit at (916) 845-4171 weekdays, 7:00 a.m. to 4:30 p.m., excluding state holidays, with any questions.