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California Corporations
California Foreign Non Profit Corporation
Foreign Non Profit Corporation Name
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The name must not be likely to mislead the public, be the same as, or
resemble so closely as to lead to deception, the name of a domestic or
qualified foreign corporation, a name under reservation, or the registered
or assumed name of a foreign corporation. The name would need Superintendent
of Bank's approval if it contained the words "Bank," "Trust," or "Trustee."
Foreign nonprofit corporations must file a signed statement consistent with
the requirements of California Corporations Code Section 2105 to qualify to
transact intrastate business in California. The downloadable Statement and
Designation by Foreign Corporation form in Adobe PDF has been designed for
compliance with these requirements. The form can be viewed, filled in and
printed using your Web browser and Adobe's Acrobat Reader 5.0.5 or higher.
The current version of Acrobat is available free from Adobe's website.
An original certificate by an authorized public official of the state or place
of incorporation, to the effect that the corporation is an existing corporation
in good standing status in that state or place, must be attached to the Statement
and Designation by Foreign Corporation form at the time of filing. The certificate
must also indicate the corporation is a nonstock, nonprofit corporation.
A certified copy of the Articles of Incorporation does not meet statutory
requirements and cannot be accepted in lieu of the required original
certificate.
- Articles of Incorpoartion containing
the following information
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To qualify to transact intrastate business in California the attached Statement and
Designation by Foreign Corporation form must be completed with the information called for
in the form itself. The information must be typed with letters in dark contrast to the paper.
Documents submitted with poor microfilm characteristics will be returned unfiled.
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There must be annexed to this statement, an original certificate by an authorized public
official of the state or place of incorporation of the corporation, to the effect that the
corporation making the statements is an existing corporation in good standing in that state
or place. The certificate must also indicate the corporation is a nonstock, nonprofit
corporation.
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No domestic corporation may be designated as agent for service of process unless it has
filed with the California Secretary of State a Certificate pursuant to California
Corporations Code Section 1505, and no foreign corporation may be designated unless it
has qualified for the transaction of intrastate business in California and has filed with the
California Secretary of State a Certificate pursuant to Corporations Code Section 1505. A
domestic or foreign corporation must be currently authorized to engage in business in this
state and be in good standing status on the records of the California Secretary of State to
file a certificate pursuant to this section.
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If a corporation is required to qualify under an assumed name (a name other than the true
corporate name) pursuant to Corporations Code Section 2106(b), the first line of the
statement form must be completed with the true corporate name, followed by the words
"which will do business in California as " and the assumed name. The
assumed name should not be included with the corporate name anywhere else in the
statement.
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If the corporation changes its name, the corporation must file an Amended
Statement by Foreign Corporation.
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Nonprofit corporations intending to apply for franchise tax exemption should include at least one
copy of the Statement and Designation form, along with the original, when submitting
documents for filing.
- Filling Fees
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The fee for filing the Statement and Designation by Foreign Corporation
for a nonprofit, nonstock corporation is $30.00. Check(s) should be made
payable to the Secretary of State.
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A $15.00 special handling fee is applicable for processing documents delivered in person at the public
counter in the Sacramento office or in any of the regional offices located in Fresno, Los Angeles, San
Diego and San Francisco. The $15.00 special handling fee must be remitted by separate check for each
submittal and will be retained whether the documents are filed or rejected. The special handling fee does
not apply to documents submitted by mail.
California Incorporation homepage
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