Secretary of State
Business Programs Division
Business Entities, 1500 11th Street, Sacramento, CA 95814
California Nonprofit Corporation
Dissolution Requirements – What Form to File
What form(s) do I file to dissolve my California Nonprofit Corporation?
Form to Use
Requirements
Nonprofit Short Form Dissolution
All of the following statements about the California nonprofit
Certificate -
corporation must be true in order to file Form DSF NP:
Form DSF NP
a) Was registered in California within the last 24 months;
b) Has no debts or other liabilities, except as provided in Item c;
c) The tax liability will be satisfied on a taxes paid basis or the tax
Form DSF NP can be filed by a
liability will be assumed;
California nonprofit public benefit,
d) All required California final tax returns have been or will be
mutual benefit or religious corporation
filed with the California Franchise Tax Board;
if all requirements are met.
e) The nonprofit corporation was created in error;
f)
No memberships have been issued, and if the nonprofit
corporation has received payments for memberships, those
payments have been returned to those making payments;
g) The nonprofit corporation is dissolved; and
h) The assets have been distributed or the nonprofit corporation
acquired no known assets.
Note: If filing Form DSF NP, you do not need to file Form ELEC NP
and Form DISS NP.
(California Corporations Code sections 6610.5,
8610.5
and 9680.5.)
Nonprofit Certificate of Election to
• If the California nonprofit corporation cannot answer yes to all of
Wind Up and Dissolve –
the items a) – h) above; and
Form ELEC NP
• If the vote to dissolve was made by less than all of the members,
or if the nonprofit corporation has no members, by less than all of
the directors.
Note: If the vote to dissolve was made by all of the members, or if
the nonprofit corporation has no members, by all of the directors, and
that fact is stated on Form DISS NP, Form ELEC NP is not
required.
(California Corporations Code sections 6611, 8611,
9680
or 12631.)
Nonprofit Certificate of Dissolution –
• If the California nonprofit corporation cannot answer yes to all of
the items a) – h) above.
Form DISS NP
Note: If the vote to dissolve was made by less than all of the
members, or if the nonprofit corporation has no members, by less
than all of the directors, Form ELEC NP must be filed prior to or
together with Form DISS NP.
(California Corporations Code sections 6615, 8615,
9680
and 12635.)
The status of the California nonprofit corporation must be active on the records of the California Secretary of State
in order to file dissolution documents. The status of the nonprofit corporation can be checked online on the
Secretary of State's Business Search at BusinessSearch.sos.ca.gov.
California Secretary of State
Corp Diss/Nonprofit Info (Rev. 05/2017)
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(916) 657-5448