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Moving Your Principal Executive Office? Don't Forget To Make This Filing

Moving Your Principal Executive Office? Don't Forget To Make This Filing
Tuesday, September 1, 2020

A foreign corporation registering to transact intrastate business in California must disclose, among other things:

  • The street address of its principal executive office.

  • The street address of its principal office in California, if any; and

  • The mailing address of its principal executive office, if different from the above addresses.

Cal. Corp. Code § 2105(a).  Notably, the General Corporation Law does not require a foreign corporation to maintain its principal executive office in California (although it implicitly assumes that the corporation will have a principal executive office somewhere with an actual street address).  

If after qualifying to transact intrastate business in California a foreign corporation changes the address of its principal executive office, it must file an amended statement with the California Secretary of State disclosing the new address.  Cal. Corp. Code § 2107(b).  The Secretary of State's office has a form of Amended Statement by a Foreign Corporation, but it is to be used for name changes only.  A change of address must be made by completing a new Statement of Information (Form SI-550in its entirety.  The statute requires that the form be signed by an officer, but the Secretary of State's Form does not include this instruction.

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