FTB 11: Filing the Application for Certificate of Revivor

A business suspension from the California Franchise Tax Board (FTB) means the entity has lost its legal rights to operate in the state for failing to file tax returns or pay outstanding taxes, penalties, and fees. When suspended, a business cannot legally transact, sue or defend itself in court, or sell property. While many search for “FTB 11,” the current document for corporations is Form FTB 3557 BC, Application for Certificate of Revivor. This application is the request to the FTB to restore the business to good standing.

Meeting All Revivor Requirements

Before an application for revivor can be considered, a business must satisfy all outstanding obligations with the FTB. The first step is to file all delinquent tax returns. Every year a business is registered in California, it has a filing requirement, even if it had no activity. This includes paying the minimum annual franchise tax, which is $800 for most entities, though newly formed corporations are exempt for their first taxable year. Failure to file can result in penalties reaching $2,000 for each tax year a return was not filed after a formal demand from the FTB.

Next, the business must pay all outstanding balances in full, including back taxes, accrued interest, and late filing penalties. To determine the exact amount owed and identify which tax years have missing returns, a business owner or representative can contact the FTB or log into their MyFTB account online.

A business may also face a separate suspension from the California Secretary of State (SOS) for failing to file its required Statement of Information. An SOS suspension can trigger its own penalties, such as a $250 fee collected by the FTB. It is important to check the business’s status with both agencies, as resolving an SOS suspension is a required step if one exists.

Completing the Application for Certificate of Revivor

Once all tax returns are filed and balances are paid, the next step is to complete the Application for Certificate of Revivor, Form FTB 3557 BC for corporations or FTB 3557 LLC for limited liability companies. The application requires specific identifying information to be processed correctly, including:

• The full legal name of the business entity
• Its California corporation or LLC number
• Its federal employer identification number (FEIN)
• Its SOS file number

The applicant must declare on the form that the business has now met all its obligations by either enclosing the required returns and payments with the application or certifying that they were submitted previously.

The form must be signed by an individual with the authority to act on behalf of the suspended entity. For a corporation, this could be an officer, stockholder, or a majority of the surviving directors. For an LLC, a member, manager, or another person with an interest in securing relief from suspension is authorized to sign. The signature, printed name, title, date, and phone number validate the request.

Submitting the Application and Post-Filing Process

The completed application must be submitted to the FTB. The standard method is to mail the signed form to the designated post office box for revivor requests in Sacramento. For businesses facing urgent situations, such as a pending loan or escrow, a walk-through revivor may be possible at an FTB field office.

After submission, the FTB will review the entity’s account to verify compliance. Standard processing times can take several weeks. Once the FTB confirms that all requirements are met, it will issue a Certificate of Revivor, which officially restores the business’s powers and privileges in California and updates its status to active.

If the business was also suspended by the Secretary of State, the sequence of actions is important. Before applying for revivor with the FTB, the business must first resolve its standing with the SOS. This involves filing a current Statement of Information to obtain a proposed relief letter from the SOS. This letter must then be submitted to the FTB along with the Application for Certificate of Revivor.