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December 16, 2008 - Phil Hodgen

Start-up California corporations exemption from tax

It isn’t international tax (directly) but I’m solving this California corporate tax problem publicly so you don’t have to lose a few brain cells.

If you form a corporation in California on December 17 or later you don’t have to file a California tax return for the rest of the year. This is if you have a calendar year for the fiscal year of the corporation.

The important thing is the date. It is the Continental Divide of California corporate tax: incorporate on December 17 or later and you do not file Form 100. Incorporate on December 16 or earlier and you have to file Form 100.

And of course the company must be inactive — no fair actually doing business and earning income in that short year. If you do that, you have to file a tax return for the company.

Because you need to read the regulation, here it is:

BARCLAYS OFFICIAL CALIFORNIA CODE OF REGULATIONS
TITLE 18. PUBLIC REVENUES
DIVISION 3. FRANCHISE TAX BOARD
CHAPTER 3.5.
BANK AND CORPORATION TAX (TAXABLE YEARS BEGINNING AFTER 12-31- 54)
SUBCHAPTER 2. THE BANK AND CORPORATION FRANCHISE TAX
ARTICLE 4. COMMENCING CORPORATIONS

This database is current through 11/28/08, Register 2008, No. 48

§ 23222. Commencing Corporations.

A corporation commencing to do business in California after qualification or after having filed its articles of incorporation with the Secretary of State, a period of one-half month may be disregarded provided the corporation was not doing business in and received no income from sources in the State during such period, and a period of more than one-half a calendar month may be treated as a period of one month. For example, a corporation files its articles of incorporation on December 17th, and elects to file its return on a calendar year basis. No return will be required and no tax will be due for the period from December 17th to December 31st provided the corporation was not doing business in and received no income from sources in California during this period. However, if in the above example the corporation filed its articles on December 16th and elected to file its return on a calendar year basis, it will be required to file a return and pay a tax for the period from December 16th to December 31st, regardless of the fact that it may have been inactive and received no income during such period.

In determining whether a corporation comes within the provisions of this ruling, affidavits on behalf of the corporation that it did no business in and received no income from sources in California during such period shall be required if deemed necessary. Where it appears the corporation filed its articles only one or two days before commencement of its fiscal year period, affidavits normally will not be required.

Note: Authority cited: Section 26422, Revenue and Taxation Code. Reference: Section 23222, Revenue and Taxation Code.

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