My Business Is Suspended

My business is suspended
Revive my business
On this page
Overview
Why is my business suspended
If your business is suspended
Contract voidability
What form to file
Revive at an office location
Contact us about your suspension
Overview
When your business has been suspended or forfeited, it is not in good standing and loses its rights, powers, and privileges to do business in
California.
To revive your business and be in good standing, you must:

File all past due tax returns
Pay all past due tax balances
File a revivor request form
Note
If your business is tax-exempt and suspended, go to Apply for or reinstate your tax exemption for more information on how to
revive.
Forms you'll need
Corporations
Application for Certificate of Revivor – Corporation (FTB 3557 BC)3
Limited Liability Companies (LLCs)

Application for Certificate of Revivor – Limited Liability Company (FTB 3557 LLC)4
Why is my business suspended

Generally, businesses are suspended when they fail to:
File a return
Pay
Taxes
Penalties
Fees
Interest
You may be able to find out the reason for suspension using MyFTB5.
Business entities registered with Secretary of State (SOS) must file and pay at least $800 franchise or annual tax from their registration date to
current, regardless of business activity.
Visit due dates for businesses6 for more information on when to file and pay.
Secretary of State suspended

The SOS will suspend/forfeit your business for not filing the required Statement of Information. You can be suspended/forfeited by SOS and FTB at
the same time.
If the SOS suspends/forfeits your business, they may impose a $250 penalty that we collect.
Visit SOS’s website7 for more information.
If your business is suspended

You cannot:
Legally do business
Sell, transfer, or exchange real property
File with an automatic extension
Be issued a refund
Start or continue a protest
Legally close or dissolve your business
Bring an action or defend your business in court
File or maintain an appeal before the Office of Tax Appeals
Maintain the right to use your business name
Secretary of State (SOS) will deny your revivor request if the entity name is no longer available.
SOS will require your business to choose a new name8
Retain tax-exempt status.
We revoke an organization’s tax-exempt status as of the suspension date.
Your business may be subject to a $2,000 penalty per tax year for failure to file missing tax returns within 60 days after receiving a written demand to
do so.
If your business cannot pay its taxes, we may make you personally responsible if you:
Took assets out of your business
Have unpaid loans to shareholders
Paid excessive salaries to officers
Note
Visit Appeal of Howard Zubkoff and Michael Potash, Assumers and/or Transferees of Ralite Lamp Corporation (April 30, 1990) 90-
SBE-004 for more information.
Contract voidability
If you enter into any contracts while you are not in good standing, the other party can void the contract.
Unless you apply for, and we grant relief, your business contracts remain:
Voidable
Unenforceable
Relief from contract voidability (RCV)

If you’re not in good standing and need relief, you can apply.
RCV is optional and costs $100 per day.

You can choose the relief period if you purchase before reviving your business
The maximum cost is not to exceed the tax amount due for any taxable year
RCV does not apply to:

General partnerships
Limited partnerships
Limited liability partnerships
Note
A corporation suspended by the Secretary of State only is not subject to contract voidability.
To request relief from contract voidability:
Complete the Application of Relief from Contract Voidability (FTB 2518BC)9.
Mail
Franchise Tax Board
PO Box 942857
Sacramento CA 94257-2021
Once purchased, we will send you a Certificate of Relief from Contract Voidability.
What form to file
Your business must be in good standing with the Secretary of State (SOS) to revive your business entity.
To revive your business, you must file one of the following forms:
Application for Certificate of Revivor – Corporation (FTB 3557 BC)3
Application for Certificate of Revivor – Limited Liability Company (FTB 3557 LLC)4
Mail
Business Entity Correspondence
Franchise Tax Board
PO Box 942857
Sacramento CA 94257-4040
For information on reviving a limited partner (LP), visit our Partnerships10 page.
Revivor assistance request

Fill out the online revivor assistance request form11 if you need revivor assistance.
If you meet the walk-through requirements. Select “walk-through” from the drop down box at the bottom of the page.
A specialist will review your account and call you back. Allow up to 10 days to receive a call.
The specialist will provide:

Revivor requirements
Options to schedule an appointment
Be sure to settle any outstanding issues with the SOS.
Revive at an office location

You can revive your business at one of our office locations12 during normal business hours.
Cutoff to request a walk-through revivor is 2 PM, except for Los Angeles where the cutoff is 1 PM.
To qualify for a walk-through revivor at a field office, your business must be in at least one of the following situations:
Business litigation
Business escrow
A pending loan
A pending federal grant
Litigation, escrow, pending loan, or pending federal grant in your personal name does not qualify the business for a Walk-Though Revivor Request.
All documents should be dated within 30 days of your Walk-Through Revivor Request.
Follow the instructions on the Walk-Through Revivor Request Checklist (FTB 3557 W PC)13.
Contact us about your suspension

Phone
(888) 635-0494
Weekdays, 8 AM to 5 PM
Related content
Business help1
My business is suspended2
Links in this document / Enlaces en este documento

1. https://www.ftb.ca.gov/help/business/index.html
2. https://www.ftb.ca.gov/help/business/my-business-is-suspended.html
3. https://www.ftb.ca.gov/forms/misc/3557BC.pdf
4. https://www.ftb.ca.gov/forms/Search/Home/FormRequest/1491
5. https://www.ftb.ca.gov/myftb/index.asp
6. https://www.ftb.ca.gov/file/when-to-file/due-dates-business.html
7. https://www.sos.ca.gov/
8. https://www.sos.ca.gov/business-programs/business-entities/name-availability/
9. https://www.ftb.ca.gov/forms/misc/2518BC.pdf
10. https://www.ftb.ca.gov/file/business/types/partnerships.html
11. https://webapp.ftb.ca.gov/contactus/home/RevivorHelp
12. https://www.ftb.ca.gov/help/contact/office-locations.html
13. https://www.ftb.ca.gov/forms/Search/Home/FormRequest/2847
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To revive your business and be in good standing, you must:

Forms you'll need

Limited Liability Companies (LLCs)

Why is my business suspended

Secretary of State suspended

Visit SOS’s website7 for more information.

If your business is suspended

Relief from contract voidability (RCV)

RCV is optional and costs $100 per day.

RCV does not apply to:

To request relief from contract voidability:

Complete the Application of Relief from Contract Voidability (FTB 2518BC)9.

Revivor assistance request

The specialist will provide:

Be sure to settle any outstanding issues with the SOS.

Revive at an office location

Contact us about your suspension

Links in this document / Enlaces en este documento

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