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DanielleCPA
DanielleCPA, Certified Public Accountant (CPA)
Category: Tax
Satisfied Customers: 683
Experience:  Years of Experience in Business & Personal Taxes
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I found I have 2 companies from many years ago: 1) One is

Resolved Question:

I found I have 2 companies from many years ago:

1) One is a Delaware company that is suspended for lack of filing anything for it
2) Another is a CA company that was suspended

The issue was that I had a mailing address where I did not get the mail.

I will assume both have been suspended for about 8 years.

I'm trying to clean things up and have everything organized. What needs to be done at this point or can these 2 companies just be left as is?

Thanks.
Submitted: 11 months ago.
Category: Tax
Expert:  DanielleCPA replied 11 months ago.

DanielleCPA :

Hello and thanks for your question!

DanielleCPA :

Have the 2 companies had any activity in the past 8 years?

Customer:

No

Customer:

One NEVER had any operations.

Customer:

The other had operations many years ago but in the last 8 years no operations whatsoever, no bank accounts, etc.

DanielleCPA :

If they had no operations, activity, etc, in the past 8 years and you have no intentions of using them, I would just leave as is.

DanielleCPA :

My only concern is that California has a $800 minimum annual tax and if they would have any of this on your records as an outstanding tax debt that they would try to pursue from you.

Customer:

Can you explain 'My only concern is that California has a $800 minimum annual tax and if they would have any of this on your records as an outstanding tax debt that they would try to pursue from you.'?

Customer:

And is there any negotiation room with these annual fees or basically, am i stuck paying them to be able to bring company current and then close both? E.g. pay annual fees in Delaware and CA and close properly?

DanielleCPA :

California has an $800 minimum tax. I don't know if California has it on their records that you owe this tax. The fact that you haven't received any notices from them is a positive sign. If you reinstated the company, they would make you pay the back taxes (plus penalty and interest in full).

DanielleCPA :

To properly close the companies, yes, you would have to pay fees to reinstate and then close the business registration with the state.

DanielleCPA :

If this answers your question, then please accept the answer with a positive rating. If you need any clarification or have any further questions, then please let me know and I will gladly assist. Thanks and have a wonderful day!

Customer:

So what is the next step? Call the states and find out what the status is?

DanielleCPA :

You can start with checking the status online at the Secretary of State website.
California can be checked at this link.
Delaware can be checked at this link.

DanielleCPA :

In California, your status can be suspended by both the Secretary of State and the Franchise Tax Board. Once you check the status, you will need to first file a current Statement of Information and obtain a letter of proposed relief from suspension or forfeiture. Upon receipt of this letter, you can then complete a Form 3557 (Application for Certificate of Revivor) with the Franchise Tax Board. For specific revivor requirements for your company, you can the call Franchise Tax Board. here is a list of phone numbers for each entity type.

DanielleCPA :

You can call Delaware to get more details on your account at(NNN) NNN-NNNN

DanielleCPA :

Please let me know if you need anything further.

Customer:

I was told that perhaps nothing needs to be paid as the liabilities of the company are with the closed company?

DanielleCPA :

You are right, nothing may need to be paid if you can establish proof that the company was closed. What you described to me seems to be sufficient proof, but you will need to contact the states for their specific requirements.

DanielleCPA :

I suggest you call the numbers provided and they can provide with more specific information related to your case.

DanielleCPA :

Best case scenario - you pay nothing, and like I said, the companies are dissolved and had no activity so there's not a lot to worry about it.

DanielleCPA :

Since you aren't planning on using these companies, that's probably the most likely scenario.

Customer:

will do . thanks

DanielleCPA, Certified Public Accountant (CPA)
Category: Tax
Satisfied Customers: 683
Experience: Years of Experience in Business & Personal Taxes
DanielleCPA and 5 other Tax Specialists are ready to help you

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