FTB Abatement and Voluntary Administrative Termination

Voluntary Administrative Termination

If you are a California (domestic) limited liability company (LLC), California (domestic) stock corporation, or California (domestic)/registered foreign (formed outside of California) nonprofit corporation, Franchise Tax Board (FTB) has the authority to abate, upon written request any unpaid qualified taxes, interest, and penalties for the taxable years in which the entity certifies, under penalty of perjury, that it is not doing business and does not have any remaining assets.

For California (domestic) stock corporations and California (domestic) limited liability companies, visit FTB's webpage Closing a Business Entity or contact FTB directly at (916) 845-7700 for more information.

For California (domestic) and foreign registered nonprofit corporations, visit FTB's webpage Dissolve or Surrender a Nonprofit Corporation under "Administrative Dissolution" or contact FTB directly at (916) 845-4171 for more information.

NOTE: The FTB Abatement and Voluntary Administrative Termination process is not available for foreign (formed outside of California) stock corporations or foreign (formed outside of California) limited liability companies.


How Can I Request a Voluntary Administrative Termination?

California (Domestic) Limited Liability Company - 4 Step Process

  • Step 1: Check the status of your domestic LLC on the California Business Search by searching by LLC name or SOS entity number. If your domestic LLC has 'ACTIVE' status, visit bizfile California and choose 'File Online' to terminate your LLC online. Once your LLC has been terminated on SOS records, contact FTB at (916) 845-7700 to proceed with the FTB Voluntary Administrative Termination (Cancellation) process.

    NOTE: If your LLC has a status indicating FTB suspended (e.g. status FTB SUSPENDED, SOS/FTB SUSPENDED), you will not be able to terminate online or by submitting the required forms and you should begin with Step 2.

  • Step 2: Visit FTB to obtain, complete, and submit form FTB 3716 PC, Domestic Limited Liability Company Request for Voluntary Administrative Cancellation. See FTB 3716 PC Instructions for more information.

  • Step 3:  Once Step 2 is complete and the FTB approval letter is obtained, visit bizfile California to obtain and complete Secretary of State Certificate of Cancellation (Form LLC-4/7, and if applicable, Form LLC-3). Read all form instructions before completing the form(s).

  • Step 4:  Submit a copy of the FTB conditional approval letter with the required Secretary of State cancellation filing(s) to the Secretary of State.

California (Domestic) Stock Corporation - 4 Step Process

  • Step 1: Check the status of your domestic stock corporation on the California Business Search by searching by corporation name or SOS entity number. If your domestic stock corporation has 'ACTIVE' status, visit bizfile California under the heading 'How Do I Learn More About', 'Business Filings', 'Forms Samples and Fees' to obtain and complete the Secretary of State Certificate of Dissolution - Stock (Form DISS STK) and if applicable, Secretary of State Certificate of Election to Wind Up and Dissolve - Stock (Form ELEC STK). Read all form instructions before completing the form(s). Once your corporation is terminated (dissolved) on SOS records, contact FTB at (916) 845-7700 to proceed with the FTB Voluntary Administrative Cancellation process.

    NOTE: If your corporation has any status showing FTB suspended (e.g. status FTB SUSPENDED, SOS/FTB SUSPENDED), you cannot file termination documents with SOS and should begin with Step 2.

  • Step 2:  Visit FTB to obtain, complete, and submit form FTB 3715 PC, Domestic Corporation Request for Voluntary Administrative Dissolution. See FTB 3715 PC Instructions for more information.

  • Step 3:  Once Step 2 is complete and the FTB approval letter is obtained, visit bizfile California to obtain and complete Secretary of State Certificate of Dissolution - Stock (Form DISS STK) and if applicable, Secretary of State Certificate of Election to Wind up and Dissolve - Stock (Form ELEC STK). Read all form instructions before completing the form(s).

  • Step 4:  Submit a copy of the FTB conditional approval letter with the required Secretary of State dissolution filing(s) to the Secretary of State.

California (Domestic) Nonprofit Corporation - 3 Step Process

  • Step 1:  Visit FTB to obtain, complete, and submit form FTB 3502, Nonprofit Corporation Request for Pre-Dissolution Tax Abatement. See 2018 Instructions for Form FTB 3502 for more information.

  • Step 2:  Once Step 1 is complete and the FTB approval letter is obtained, visit bizfile California to obtain and submit Secretary of State Certificate of Dissolution – Nonprofit (Form DISS NP) and if applicable, Secretary of State Certificate of Election to Wind Up and Dissolve – Nonprofit (Form ELEC NP). Read all form instructions before completing the form(s).

  • Step 3:  Submit a copy of the Franchise Tax Board Approval of Request for Pre-Dissolution Tax Abatement letter with the required Secretary of State dissolution filing; AND a copy of a letter from the California Attorney General's office that either waives objections to the distribution of the corporation’s assets or confirms that the corporation has no assets, that accompanies the Franchise Tax Board approval letter if the entity is a public benefit or religious nonprofit corporation.

Registered Foreign (Formed Outside of California) Nonprofit Corporation - 3 Step Process

  • Step 1:  Visit FTB to obtain, complete, and submit form FTB 3502Nonprofit Corporation Request for Pre-Dissolution Tax Abatement. See 2018 Instructions for Form FTB 3502 for more information.

  • Step 2:  Once Step 1 is complete and the FTB approval letter is obtained, visit bizfile California to obtain and submit Secretary of State Certificate of Surrender (Form SURC). Read all form instructions before completing the form.

  • Step 3:  Submit a copy of the Franchise Tax Board Approval of Request for Pre-Dissolution Tax Abatement letter with the required Secretary of State dissolution filing; AND a copy of a letter from the California Attorney General's office that either waives objections to the distribution of the corporation’s assets or confirms that the corporation has no assets, that accompanies the Franchise Tax Board approval letter if the entity is a public benefit or religious nonprofit corporation.