California > Secretary Of State > Corporations > Foreign Corporations
Amended Statement By Foreign Corporation (Stock And Nonprofit) - California
| Amended Statement By Foreign Corporation (Stock And Nonprofit) Form. This is a California form and can be used in Foreign Corporations Corporations Secretary Of State . |
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Changes to California Business Entity Filings (Updated May 15, 2013) As of January 1, 2013, new legal requirements apply to business entity documents filed with the California Secretary of State's office. Entity Addresses All formation/registration documents must include the business entity street address and mailing address. All foreign corporation and foreign limited liability company registration documents must include the street address of the principal business office address in California, if one exists. Agent Address All documents listing an individual person as an agent for service of process must include the agent's California street address. A post office box address is not acceptable. All documents listing a corporation as a California registered corporate agent must not list an address. The corporate agent's address is already on file. Certificate to Register as a Corporate Agent All corporate agents filing a certificate pursuant to California Corporations Code section 1505 must include the California street address where process may be served. A post office box address for a California registered corporate agent will not be accepted on any document. Future File Date Requests All future file date requests for corporation and limited liability company documents must be included within the document submitted or as an attachment to be made part of the filed document. Copy Requests The Secretary of State will no longer endorse and certify customer-provided copies. However, a customer who submits documents with a filing fee of $25.00 or more will receive one (1) uncertified copy of the documents for free and, at the time of filing, the free copy may be certified for a $5.00 certification fee. Customers requesting additional copies will be charged $1.00 for the first page and $0.50 for each additional page. Each certified copy requires an additional $5.00 certification fee. Note: While domestic stock and foreign corporations are required to pay a total of $25.00 when filing the required Statement of Information, the total fees include a $20.00 filing fee and a $5.00 disclosure fee. Therefore, customers requesting copies of a Statement of Information (corporation or limited liability company) must include the copy fees described above. SB 1532 - Business Entities Filings (REV. 05/2013) Secretary of State Business Programs Division Business Entities, 1500 11th Street, 3rd Floor, Sacramento, CA 95814 Amended Statement by Foreign Corporations To change the name of a qualified foreign (out-of-state or out-of-country) corporation, the corporation must complete and file the enclosed Amended Statement by Foreign Corporation with the California Secretary of State. (California Corporations Code section 2107.) Upon the filing of the Amended Statement by Foreign Corporation form, a new Certificate of Qualification will be issued to the corporation by the California Secretary of State. (California Corporations Code section 2107.) Note: The new Certificate of Qualification is issued only at the time of filing the Amended Statement by Foreign Corporation form and will not be reissued if lost or misplaced. Additional Requirements There must be attached to the Amended Statement by Foreign Corporation form a certificate of an authorized public official of the state or place of incorporation certifying the change of name was made in accordance with the laws of that state or place. (California Corporations Code section 2107.) Both the old and new corporate names must be set forth on the face of the certificate. A certified copy of the name change amendment does not meet California statutory requirements. Note: That certificate is not required if the corporation is filing the Amended Statement by Foreign Corporation to merely delete or change a "doing business as" name without changing the legal corporate name. Note: When changing the name of a corporation subject to the Insurance Code as an insurer, the Amended Statement by Foreign Corporation must include a statement that the corporation is subject to the Insurance Code as an insurer if that statement does not appear on documents previously filed with the California Secretary of State. In addition, a Certificate of Name Approval issued by the California Insurance Commissioner must be attached to the amended statement form at the time of filing. (California Corporations Code section 2106.5.) Where to File The Amended Statement by Foreign Corporation can be mailed to Secretary of State, Document Filing Support Unit, 1500 11th Street, 3rd Floor, Sacramento, CA 95814 or delivered in person (drop off) to the Sacramento office between the hours of 8:00 a.m. and 4:30 p.m., Monday through Friday (excluding holidays). Amended Statement and by Foreign Corporation forms are filed only in the Sacramento office. To facilitate the processing of documents mailed to the California Secretary of State, a letter referencing the corporation's name, a return address and the name and telephone number of the person submitting the document also should be submitted. For current processing times, go to www.sos.ca.gov/business/be/processing-times.htm. ASDC-Information (Rev. 01/2013) Page 1 of 2 California Secretary of State www.sos.ca.gov/business/be (916) 657-5448 Fees The fee for filing an Amended Statement by Foreign Corporation is $30.00. In addition to the filing fee, there is a non-refundable $15.00 special handling fee for processing documents delivered in person (drop off) at the Sacramento office. The preclearance and/or expedited filing of a document within a guaranteed time frame can be requested for an additional non-refundable fee in lieu of the special handling fee. For detailed information about preclearance and expedited filing services, go to www.sos.ca.gov/business/be/service-options.htm. The special handling fee or preclearance and expedited filing services are not applicable to documents submitted by mail. Check(s) should be made payable to the Secretary of State. Copies Upon filing, we will return one (1) uncertified copy of your filed document for free, and will certify the copy upon request and payment of a $5.00 certification fee. To get additional copies, include a separate request and payment for copy fees when the document is submitted. Copy fees are $1.00 for the first page and $.50 for each additional page. For certified copies, there is an additional $5.00 certification fee, per copy. Change of Place of Domicile There is no statutory a
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