Instructions for Completing the Statement and Designation by Foreign Professional Corporation (Form S&DC-PC) To qualify a from another state, foreign country or other place to transact intrastate business in California, you must file a Statement and Designation by Foreign Corporation (Form S&DC-PC) with the California Secretary of State. Form S&DC-PC is required along with a current (within 6 months) Certificate of Good Standing issued by thegovernment agency where the foreign corporation is formed. The Certificate must certify that the corporation is inexistence, in active status, or in good standing. NOTE: If the corporation is a nonprofit, the Certificate of GoodStanding must indicate the corporation is a nonprofit or nonstock corporation.Before submitting the completed form, you should consult with a private attorney for advice about your specificbusiness needs and whether additional article provisions for the corporation are needed.Fees: Filing Fee: The fee for filing a Statement and Designation by Foreign Professional Corporation(Form S&DC-PC) is $100.00 for foreign stock corporation and $30.00 for foreign nonprofit corporation.NOTE: If the corporation is a nonprofit, the Certificate of Good Standing must indicate the corporation is anonprofit or nonstock corporation to get the $30 filing fee.Faster Service Fee:- Counter and guaranteed expedite services are available only for documents submitted in person (drop off) toour Sacramento office. - Counter Drop Off: A separate, non-refundable $15.00 counter drop off fee is required if you submit inperson (drop off) your completed document at our Sacramento office. The $15.00 counter drop off fee provides priority service over documents submitted by mail. The drop off fee does not apply to mail submissions. The special handling fee is not refundable whether the document is filed or rejected. - Guaranteed Expedite Drop Off: For more urgent submissions, documents can be processed within aguaranteed timeframe for a non-refundable fee in lieu of the counter drop off fee. For detailed information about this faster processing service through our Preclearance and Expedited Filing Services, go to www.sos.ca.gov/business/be/service-options. Copies: Upon filing, we will return one (1) plain copy of your filed document for free, and will certify the copy upon request and payment of a $5 certification fee. To obtain additional copies or certified copies of the filed document, include payment for copy fees and certification fees at the time the document is submitted. Additional copy fees are $1.00 for the first page and $0.50 for each additional page. For certified copies, there is an additional $5.00 certification fee, per document. Payment Type: Check(s) or money orders should be made payable to the Secretary of State. Do not send cash by mail. If submitting the document in person in our Sacramento office, payment also may be made by credit card (Visa or Masterard256). Processing Times: For current processing times, go to www.sos.ca.gov/business/be/processing-times. If you are not completing this form online, please type or legibly print in black or blue ink. Complete the Statement and Designation by Foreign Professional Corporation (Form S&DC-PC) as follows: Item Instruction Tips 1. Enter the name of the proposed corporation exactly as it is shown on the Certificate of Good Standing from the foreign jurisdiction. If the name of the corporation is not available for use in the State of California, the corporation must qualify in California under an assumed name. See Filing Tips. If an assumed name is required, 223[enter the exact name] whichwill do business in California as [enter the proposed assumedname].224There are legal limitations on what name can be used for thecorporation. For general corporation name requirements andrestrictions or for information on reserving a corporation nameprior to submitting Form S&DC-PC, go towww.sos.ca.gov/business/be/name-availability.A name reservation is not required to submit Form S&DC-PC. S&DC-PC Instructions (REV 0/201) 201 California Secretary of State American LegalNet, Inc. www.FormsWorkFlow.com A preliminary search of corporation names already of recordcan be made online through our Business Search at BusinessSearch.sos.ca.gov. Please note: The Business Search is only a preliminary search and not intended to serve as a formal name availability search. For information on checking or reserving a name, go to www.sos.ca.gov/business/be/name-availability. 2. E nter the state , foreign country or other place where the foreign corporation is formed . The jurisdiction must match the jurisdiction listed in theattached Certificate of Good Standing. 3a. Enter the complete street address, city, state and zip code of the corporation222s Principal Executive Office address. The complete street address is required, including the streetname and number, city, state and zip code.Address must be a physical address.Do not enter a P.O. Box address, an 223in care of224 address, orabbreviate the name of the city. 3b. Enter the complete street address, city and zip code of the corporation222s Principal Office in California, if any. The complete street address is required, including the streetname and number, city and zip code.Do not enter a P.O. Box address, an 223in care of224 address, orabbreviate the name of the city. 3c. If different from the address in Item 3a, enter the mailing address of the corporation222s Principal Executive Office. This address will be used for mailing purposes and may be aP.O. Box address or 223in care of224 an individual or entity.Do not abbreviate the name of the city. 4. The corporation must have an Agent for Service of Process. There two types of Agents that can be named: an individual (e.g. officer, director,or any other individual) whoresides in California with aphysical California address; ORa registered corporate agentqualified with the CaliforniaSecretary of State.An Agent for Service of Process is responsible for acceptinglegal documents (e.g. service of process, lawsuits, other typesof legal notices, etc.) on behalf of the corporation.You must provide information for either an individual OR aregistered corporate agent, not both.If using a registered corporate agent, the corporation must havea current agent registration certificate on file with the CaliforniaSecretary of State as required by Section 1505. 4a & b. If Individual Agent: Enter the name of the initialagent for service of process andthe agent222s complete Californiastreet address, city and zipcode.If an individual is designated asthe initial agent, complete Items4a and 4b ONLY. Do notcomplete Item 4c.The complete street address is required, including the streetname and number, city and zip code.Do not enter a P.O. Box address, an 223in care of224 address, orabbreviate the name of the city.Many times, a small corporation will designate an officer ordirector as the agent for service of process.The individual agent should be aware that the name and thephysical street address of the agent for service of process is apublic record, open to all (as are all the addresses of thecorporation provided in filings made with the CaliforniaSecretary of State.) S&DC-PC Instructions (REV 0/201) 201 California Secretary of State American LegalNet, Inc. www.FormsWorkFlow.com 4c. If Registered Corporate Agent: Enter the name of the initialregistered corporate agentexactly as registered inCalifornia.If a registered corporate agent isdesignated as the initial agent,complete Item 4c ONLY. Donot complete Items 4a and 4b.Before a corporation is designated as agent for anothercorporation, that corporation must have a current agentregistration certificate on file with the California Secretary ofState as required by Section 1505 stating the address(es) ofthe registered corporate agent and the authorized employeesthat will accept service of process of legal documents andnotices on behalf of the corporation.Advanced approval must be obtained from a registeredcorporate agent prior to designating that corporation as youragent for service of process.No California or foreign corporation may register as a Californiaco