How to File the California Application for Certificate of Revivor (FTB 3557)

To file the California Application for Certificate of Revivor (Form FTB 3557), file every past-due state tax return, pay all taxes, penalties, fees, and interest owed, and submit the completed form to the Franchise Tax Board by mail, online through a MyFTB account, or in person at an FTB field office. Corporations use Form FTB 3557 BC; limited liability companies use Form FTB 3557 LLC.1Franchise Tax Board. My Business Is Suspended

Which Form You Need

Form FTB 3557 BC is the Application for Certificate of Revivor for corporations. Form FTB 3557 LLC is the equivalent for limited liability companies. Both are one-page forms available on the FTB’s website under forms and publications, and both are available through the MyFTB online portal.1Franchise Tax Board. My Business Is Suspended

Any California or foreign-qualified corporation or LLC that has been suspended or forfeited by the FTB can apply.2California Franchise Tax Board. Certificate of Revivor The signer does not have to be a current officer. Under Revenue and Taxation Code Section 23305, any stockholder, creditor, member, general partner, officer, majority of surviving directors or trustees (for domestic entities), or any other person with an interest in the relief can sign and file the application.3Franchise Tax Board. Application for Certificate of Revivor – Corporation

Nonprofits and exempt organizations follow a separate path. If your corporation wants to request or reinstate income tax exemption and revive at the same time, the FTB directs you to the charities and nonprofits section of its website rather than the standard revivor application.2California Franchise Tax Board. Certificate of Revivor

What to Gather Before You File

The FTB will not process a revivor without every delinquent return filed and every balance paid. Assemble all of it before you touch the form.

  • Your Secretary of State entity number, FTB entity number, and Federal Employer Identification Number. The form asks for all three.3Franchise Tax Board. Application for Certificate of Revivor – Corporation
  • Your entity’s exact legal name and address as they appear in SOS records.
  • Every past-due tax return, completed and ready to submit with the application.1Franchise Tax Board. My Business Is Suspended
  • Full payment of all taxes, penalties, fees, and interest owed. For most business entities the minimum franchise or annual tax is $800 per year, and that amount is due from the registration date through the current year regardless of whether the business had any activity. A business suspended for five years owes at least $4,000 in minimum taxes alone before penalties and interest.4Franchise Tax Board. Limited Liability Company
  • The notice date from any suspension or forfeiture letter you received from the FTB. The form has a field for it.

If you are not sure what you owe, request a statement of account from the FTB or call the Revivor Unit at 916-845-7033 before filing.5Franchise Tax Board. Franchise Tax Board Information Directory A short payment is one of the fastest ways to get a denial.

Filling Out Form FTB 3557

The form itself is short. It collects the entity name, address, entity number, FEIN, SOS number, and the notice date. Below those fields sits a declaration reading: “I request relief from suspension or forfeiture for this entity. I previously submitted or I am enclosing all required payments, returns, or documents.”3Franchise Tax Board. Application for Certificate of Revivor – Corporation The authorized signer prints their name, title, and daytime phone number, then signs and dates.

Match the entity name to your Secretary of State record character for character. Small discrepancies cause processing problems.

How to Submit the Application

You have three options. The right one depends on how quickly you need active status back.

Online Through MyFTB

Log in or register for a MyFTB account, open your Account Summary, and use it to file past-due returns, pay balances, and submit the revivor application.2California Franchise Tax Board. Certificate of Revivor The online route is limited to California or foreign-qualified corporations and LLCs.

By Mail

Send the completed application, all delinquent tax returns, and your payment to:

Franchise Tax Board
PO Box 942857
Sacramento, CA 94257-40401Franchise Tax Board. My Business Is Suspended

Use a delivery method with tracking. Put the application on top, returns behind it, and payment last.

Walk-Through Revivor at a Field Office

Same-day revivor is available at FTB field offices if you have a qualifying reason and arrive by the cutoff: 2:00 PM at most offices, 1:00 PM at the Los Angeles office.1Franchise Tax Board. My Business Is Suspended You must fall into at least one of these categories:

  • Business litigation that requires the entity to have active status.
  • A real estate or business sale in escrow.
  • A pending loan that cannot close until the entity is revived.
  • A pending federal grant contingent on good standing.

Bring the completed form, all missing returns, and full payment. If you don’t meet the walk-through criteria, the field office can still accept your package during normal business hours on the standard timeline.

Check the Secretary of State Side Too

The FTB revivor only fixes the FTB half. The Secretary of State can separately suspend or forfeit your entity for failing to file a Statement of Information, and both agencies can suspend you at the same time. If the SOS imposed a suspension, it may assess a $250 penalty that the FTB collects on its behalf.1Franchise Tax Board. My Business Is Suspended

Check your entity’s status at bizfileonline.sos.ca.gov before you file. If the SOS shows an active suspension, resolve it with the SOS in addition to filing the revivor. If another business registered your name during the suspension, the SOS will not restore your original name, and you’ll need to file a name change before the revival can proceed.1Franchise Tax Board. My Business Is Suspended

What Happens After You File

The FTB’s Revivor Unit verifies that every return is filed and every balance is paid. If everything checks out, it issues a Certificate of Revivor and notifies the Secretary of State so public records update.1Franchise Tax Board. My Business Is Suspended

Standard processing runs several weeks to a few months depending on account complexity and FTB workload. Qualifying walk-through revivors are handled the same day. Watch the SOS business search for your entity’s status to flip from “Suspended” or “Forfeited” to “Active.”

If the FTB finds a missing return, a short payment, or a discrepancy, it will contact you or deny the application. A denial does not bar you from reapplying. Fix the deficiency and resubmit.

Revivor Without Full Payment

In limited situations, the FTB can revive an entity without full payment. Under Revenue and Taxation Code Section 23305b, the FTB has discretion to grant a revivor if doing so will improve its prospects of collecting the full amount owed.6California Legislative Information. California Revenue and Taxation Code 23305b This is not a box on the application. It is an FTB judgment call, typically used when a suspended entity has a realistic path to generating revenue and paying down its debt once revived.

A revivor granted under this section can carry conditions. The FTB can limit how long the revival lasts and restrict what the entity can do. If the FTB later decides the revival hasn’t improved collection prospects, it can re-suspend or re-forfeit the entity.6California Legislative Information. California Revenue and Taxation Code 23305b

Contracts Signed While You Were Suspended

A Certificate of Revivor restores your entity’s powers going forward. It does not automatically validate contracts you signed during the suspension, which are voidable under California law.

To fix those, apply for a separate Certificate of Relief from Contract Voidability under Revenue and Taxation Code Section 23305.1. This certificate makes contracts entered during the suspension enforceable as if they had never been voidable, provided no court has already rescinded them, and it validates real property transfers that occurred while the entity lacked the power to sell.7California Legislative Information. California Revenue and Taxation Code 23305.1

The relief carries a cost. When the Certificate of Revivor has already been issued, the FTB assesses a penalty of $100 for each day of the suspension period covered by the relief. The total is capped at the amount of tax that would have been owed under Sections 17941, 17942, or 23151 for the relief period, with a floor equal to the minimum tax for that period.7California Legislative Information. California Revenue and Taxation Code 23305.1 The certificate becomes a public record and serves as prima facie evidence that the contracts are valid.