Secretary of State Business Programs Division th rd 1500 11 Street, 3 Floor Sacramento, CA 95814 Business Entities (916) 657-5448 FOREIGN CORPORATION SURRENDER OF RIGHT TO TRANSACT INTRASTATE BUSINESS A qualified foreign corporation surrenders its right to transact intrastate business in the State of California by filing with the California Secretary of State a certificate pursuant to California Corporations Code section 2112. A Certificate of Surrender of Right to Transact Intrastate Business form (Certificate of Surrender) designed for compliance with these requirements is enclosed. Upon the filing of the Certificate of Surrender by the Secretary of State, the foreign corporation will be completely surrendered and the corporate rights, powers and privileges of the corporation will cease in California. It is recommended that legal counsel be consulted prior to submitting the Certificate of Surrender to ensure that all issues are appropriately addressed. FEES: There is no fee for filing a Certificate of Surrender. However, there is a $15.00 special handling fee for processing documents delivered in person to the Sacramento office. The special handling fee must be remitted by separate check for each submittal and will be retained whether the document is filed or rejected. The preclearance and/or expedited filing of a document within a guaranteed time frame can be requested for an additional fee (in lieu of the special handling fee). Please refer to the Secretary of State’s website at http://www.ss.ca.gov/business/precexp.htm for detailed information regarding preclearance and expedited filing services. 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: The Secretary of State will certify two copies of the filed Certificate of Surrender without charge, provided that the copies are submitted to the Secretary of State with the document to be filed. Any additional copies submitted will be certified upon request and payment of the $8.00 per copy certification fee. WHERE TO FILE: The Certificate of Surrender can be mailed to Secretary of State, Document Filing Support Unit, 1500 11th Street, 3rd Floor, Sacramento, CA 95814 or delivered in person to the Sacramento office. Certificates of Surrender are only filed in the Secretary of State’s Sacramento office. It is recommended for proof of submittal that if the Certificate of Surrender is mailed to the Secretary of State, it be sent by Certified Mail with Return Receipt Requested. To facilitate the processing of documents mailed to the Secretary of State, a self-addressed envelope and a letter referencing the corporate name and number as well as the sender’s name, return address and telephone number should be included with the submittal. For easier completion, the Certificate of Surrender form is available on the Secretary of State's website at http://www.ss.ca.gov/business and can be viewed, filled in and printed from your computer. If you are not completing the form online, please type or legibly print in black or blue ink. Secretary of State Information SURRENDER-CORPORATION (REV 01/2007) Page 1 of 1 CERTIFICATE OF SURRENDER OF RIGHT TO TRANSACT INTRASTATE BUSINESS On behalf and by authority of: ______________________________________________________________________ (Name of Corporation) _________________________________________________________ , a corporation organized under the laws of _______________________________________________, (State or Place of Incorporation) the undersigned officer of said corporation does hereby certify and declare: 1. Said corporation hereby surrenders its right and authority to transact intrastate business in the State of California. 2. Said corporation hereby revokes its designation of agent for service of process in California. 3. Said corporation consents that process against it in any action upon any liability or obligation incurred within the State of California prior to the filing of this Certificate of Surrender of Right to Transact Intrastate Business may be served upon the California Secretary of State. 4. The post office address to which the California Secretary of State may mail copies of any process against the corporation that is served upon the Secretary of State is ___________________________________________________________________ ___________________________________________________________________. 5. A final franchise tax return, as described by Section 23332 of the Revenue and Taxation Code, has been or will be filed with the Franchise Tax Board, as required under Part 10.2 (commencing with Section 18401) of Division 2 of the Revenue and Taxation Code. __________________________________________ (Signature of Corporate Officer) _________________________________________ (Type or Print Name of Corporate Officer) Secretary of State Form SURRENDER-CORPORATION (REV 01/2007)