My business is suspended Revive my business

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

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

Limited Liability Companies (LLCs)

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 MyFTB.

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 businesses 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 website 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.
  • 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

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

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).

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:

Mail
Business Entity Correspondence
Franchise Tax Board
PO Box 942857
Sacramento CA 94257-4040

For information on reviving a limited partner (LP), visit our Partnerships page.

Revivor assistance request

Fill out the online revivor assistance request form 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 locations 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.

Contact us about your suspension

Phone
(888) 635-0494
Weekdays, 8 AM to 5 PM