Legal Question in Business Law in California
Our company is registered in Delaware( we do not have right to do business on territory of CA) and we are physically located in Armenia. Our partners for whom we provide services are located in California. We are about to receive payment from our customer and we are wondering if receiving payment from California triggers any tax obligation for our company or any requirement to qualify to do business in California f?!
1 Answer from Attorneys
Where are the services performed, and where are the contracts given final approval? If neither activity occurs in California, your company probably doesn't have to qualify to do business in California by registering with the Secretary of State and paying (at least) the minimum annual franchise tax of $800. The key here is that any corporation that transacts "intrastate business" in California is required to qualify. See California Corporations Code section 2105(a). Various court rulings have provided a set of rules that shows what "transacting intrastate business" means in this context. You would certainly need to qualify and pay taxes here if you had employees or accepted contracts in California. If you don't, it's much less likely. Certainly just receiving payment does not make it necessary. The real questions would be (1) where was the contract formed (accepted or approved) and (2) where were the services performed?
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