Secretary of State Business Programs Division Business Entities, 1500 11th Street, Sacramento, CA 95814 Requirements for Qualification of Foreign Associations To qualify a foreign (out-of-state or out-of-country) association to transact intrastate business1 in the State of California, the foreign association must file the enclosed Statement and Designation by Foreign Association form with the California Secretary of State. (California Corporations Code section 2105.) A "foreign association" is a business association organized as a trust under the laws of a foreign jurisdiction. (California Corporations Code section 170.) Upon the filing of the Statement and Designation by Foreign Association form, a Certificate of Qualification will be issued to the association by the California Secretary of State.2 Note: The Certificate of Qualification is issued only at the time of qualification and will not be reissued if lost or misplaced. Additional Requirement An officers' certificate, or if the foreign association has no officers, a trustees' certificate, stating that the association is a validly organized and existing business association under the laws of the specified foreign jurisdiction must be attached to the Statement and Designation by Foreign Association form at the time of filing. A form for this purpose is included with the enclosed Statement and Designation by Foreign Association form. Where to File You can submit your document: By mail to Secretary of State, P.O. Box 944260, Sacramento, CA 94244-2600. To facilitate the processing of documents mailed to the Secretary of State, you should include a letter referencing the corporate name as well as your name, return address and telephone number; or In person (drop off) at the Secretary of State's Sacramento office, 1500 11th Street, Sacramento, California. Documents delivered in person can be dropped off between the hours of 8:00 a.m. and 4:30 p.m., Monday through Friday (excluding holidays). Go to www.sos.ca.gov/business-programs/business-entities/processing-times to get the current processing times and determine which method of submission meets your needs. Fees The fee for filing the Statement and Designation by Foreign Association is $100.00. In addition to the filing fee, there is a non-refundable $15.00 special handling fee for processing documents that are delivered in person (drop off) at the Sacramento office. 1 California Corporations Code section 191 defines "transacting intrastate business" as "entering into repeated and successive transactions of its business in this state, other than interstate or foreign commerce." After the foreign association has qualified, an Amended Statement and Designation by Foreign Association form must be filed with the California Secretary of State: (1) whenever the name of the association is changed in the foreign jurisdiction; (2) whenever the association makes a change affecting an assumed name under California Corporations Code section 2106(b), and (3) if any other information contained within the Statement and Designation by Foreign Association changes. (California Corporations Code section 2107(b).) The Amended Statement and Designation by Foreign Association form can be obtained at any of the above-stated office addresses or by calling the Sacramento Office at (916) 657-5448. Page 1 of 2 American LegalNet, Inc. www.FormsWorkFlow.com 2 S&DA-Information (Rev. 12/2014) California Secretary of State www.sos.ca.gov/business/be (916) 657-5448 Fees (continued) 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. For detailed information about special handling or preclearance and expedited filing services, go to www.sos.ca.gov/businessprograms/business-entities/service-options. The special handling or preclearance and expedited filings services are not applicable to documents submitted by mail, and payment for those services should be made in a separate check. Payments for documents submitted: by mail to Sacramento can be made by check or money order. in person (drop off) at the Sacramento office can be made by check, money order, cash, or credit card (Visa or MasterCard). Checks or money orders 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. Additional Resources Foreign Associations may be subject to additional requirements depending on the type of business Please refer to our website at www.sos.ca.gov/business-programs/businessconducted. entities/resources for a list of other agencies you may need to contact to ensure proper compliance. Note: The Secretary of State does not license business entities. For licensing requirements, please contact the city and/or county where the principal place of business is located and/or the state agency with jurisdiction over the activities of the entity. Name restrictions apply to most business entities. Please refer to our website at www.sos.ca.gov/business-programs/business-entities/name-availability for business entity name regulations and the most common statutory requirements and restrictions relating to the use or adoption of a business entity name in California. S&DA-Information (Rev. 12/2014) Page 2 of 2 California Secretary of State www.sos.ca.gov/business/be (916) 657-5448 American LegalNet, Inc. www.FormsWorkFlow.com Requirements for Qualification of Foreign Associations Instructions: To qualify to transact intrastate business in the State of California the foreign (out-of-state or out-of-country) association must file the enclosed Statement and Designation by Foreign Association form with the California Secretary of State. The document should be typed with letters in dark contrast to the paper. Documents not suitable for reproduction will be returned unfiled. Note: The file date of the Statement and Designation by Foreign Association form is generally the date the document complying with applicable law is received in the Secretary of State's office. Additional Requirement: An officers' certificate, o