How to Complete and Submit Form FTB 3557: Filing and Rejections

FTB Form 3557 is California’s Application for Certificate of Revivor, the document you file with the Franchise Tax Board to restore a suspended or forfeited business to good standing. Corporations use Form 3557 BC; LLCs use Form 3557 LLC. You can submit online through MyFTB, by mail, or in person at a field office if your situation qualifies for walk-through processing. The FTB will not approve the application until every tax obligation tied to the entity is cleared first.

Clear Every Obligation Before You File

Revenue and Taxation Code Section 23305 requires the entity to pay all taxes, additions to tax, penalties, interest, and any other amounts due before the FTB will grant relief.¹ In practice that means filing every past-due return, even for years the business had no income, and paying every dollar the FTB shows outstanding.²

The $800 annual minimum franchise tax is where most of the balance comes from. Every corporation incorporated or doing business in California owes it each year regardless of activity or revenue,³ and LLCs organized or doing business in California owe the same $800 annually until the entity is formally canceled.⁴ A business suspended for three inactive years owes at least $2,400 in minimum tax alone. Newly incorporated or qualified corporations get an exception for their first taxable year, but not for years after that.

Penalties and interest compound the number. The delinquent filing penalty runs 5% of unpaid tax per month or partial month, capped at 25%.⁵ Corporate underpayment interest is 7% for the period from July 2025 through June 2026,⁶ and it compounds. Pull a current payoff figure from MyFTB or call the FTB before you file. Submitting Form 3557 while any balance remains, even a few dollars of interest, will get the application rejected.

Check Whether the Secretary of State Also Suspended You

A business can be suspended by the FTB, the Secretary of State, or both. The SOS suspends entities for failing to file a required Statement of Information, and for corporations, for failing to reimburse the Victims of Corporate Fraud Compensation Fund.⁷ If both agencies have suspended you, resolve the SOS side first: file the current Statement of Information at bizfileOnline.sos.ca.gov, reimburse the VCFCF if applicable, and wait for the Secretary of State to issue a Proposed Relief Letter. Include a copy of that letter with your Form 3557 submission. Skip this step and the FTB revivor alone will not fully restore the entity.

How to Complete the Form

Form 3557 BC and Form 3557 LLC are single-page documents, but every field has to match the Secretary of State’s records exactly. Look up your entity at bizfileOnline.sos.ca.gov before filling anything out. The form asks for:

The full legal entity name from your original articles of incorporation or organization, not a DBA or abbreviation.
Your entity number, meaning the seven-digit California corporation number or the twelve-digit Secretary of State file number.⁸
Your nine-digit federal employer identification number.
The entity’s current mailing address.
The signer’s name, title, and daytime phone number.

The signer confirms in writing that all required payments, returns, and documents have been submitted or are enclosed. Any stockholder, creditor, member, general partner, officer, or other person with an interest in obtaining relief can sign. For domestic entities, a majority of the surviving trustees or directors can also sign. Both rules apply to domestic and foreign entities registered in California.⁸

Three Ways to Submit

Online Through MyFTB

The FTB accepts revivor applications through its online portal. Log in or register for MyFTB, use your Account Summary to file any past-due returns and pay balances, then start the revivor application.⁹ This is the simplest option once your balances are cleared.

By Mail

Send the completed form and a check or money order for any remaining balance to:

Franchise Tax Board
PO Box 942857
Sacramento, CA 94257-0511⁸

Enclose a copy of the Secretary of State’s Proposed Relief Letter if one applies. Use certified mail or a tracked delivery service. Mail is the slowest of the three options.

Walk-Through at a Field Office

Same-day walk-through revivor is available only if the business is involved in active litigation, a pending escrow, a pending loan, or a pending federal grant.² Personal litigation or a personal loan does not qualify. Bring documentation of the qualifying situation dated within 30 days of your visit and follow the Walk-Through Revivor Request Checklist (FTB 3557 W PC).

The request cutoff is 2:00 p.m. at most offices and 1:00 p.m. at the Los Angeles office.² Schedule an appointment through the FTB’s QLess system before visiting. Field offices take checks, money orders, and credit cards, but not cash. In-person services are available in Los Angeles, Oakland, Sacramento, San Diego, and Santa Ana.¹⁰

Why Applications Get Rejected

The FTB’s review is a checklist. Most rejections trace to one of these:

An unpaid balance, including small leftover penalty or interest amounts. Confirm your payoff figure before filing.
A missing return for any year of the suspension, even a zero-income year.
An unresolved Secretary of State suspension. Without the Proposed Relief Letter, the FTB cannot fully revive you.⁷
A business name that another entity has taken during the suspension. You will have to choose a new name to proceed.²
Entity information on the form that does not match the Secretary of State’s records exactly.

Contracts Signed During Suspension Are a Separate Problem

Revivor restores the entity going forward. It does not repair contracts entered while the business was suspended. Under Revenue and Taxation Code Section 23304.1, every contract signed during suspension is voidable at the other party’s request, and only the other party has that option.¹¹

To protect those contracts, file a separate Application for Relief from Contract Voidability (FTB 2518BC). Relief costs $100 per day for each day covered, capped at the tax that was due for the period; where no return was due, the $800 minimum franchise tax serves as the cap.² The application goes to a different address than the revivor form:

Franchise Tax Board
PO Box 942857
Sacramento, CA 94257-2021²

If granted, the FTB issues a Certificate of Relief from Contract Voidability. This process does not apply to general partnerships, limited partnerships, or limited liability partnerships, and corporations suspended solely by the Secof State (not the FTB) are not subject to contract voidability at all.²

After the Certificate Issues

Once the FTB approves the application, it issues the Certificate of Revivor and notifies the Secretary of State to update the entity’s public status. Watch for the change from “suspended” or “forfeited” to “active” using the business search at bizfileOnline.sos.ca.gov.² After the status flips, the entity can enter binding contracts, defend and bring lawsuits, and transact real property again.

If a bank, lender, or business partner asks for formal proof, request a Certificate of Status from the Secretary of State at bizfileOnline.sos.ca.gov. Keep both the Certificate of Revivor and confirmation of the active status in your records, since financial institutions commonly ask for them when restoring accounts or approving new financing.

1
California Legislative Information. California Code Revenue and Taxation Code 23305
2
Franchise Tax Board. My Business Is Suspended
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Franchise Tax Board. Corporations
4
Franchise Tax Board. Limited Liability Company
5
Franchise Tax Board. Common Penalties and Fees – Section: Delinquent Filing Penalty
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Franchise Tax Board. Interest and Estimate Penalty Rates
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California Secretary of State. Frequently Asked Questions
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Franchise Tax Board. Application for Certificate of Revivor – Corporation
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Franchise Tax Board. Certificate of Revivor – Application Information
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Franchise Tax Board. Office Locations – In-Person Assistance
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California Legislative Information. California Code Revenue and Taxation Code 23304.1