Must A Corporation Have A Physical Location?

Allen Matkins
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Allen Matkins

Gertrude Stein's  1933  book The Autobiography of Alice B. Toklas is well known.  Her 1937 sequel, Everybody's Autobiography, is not.  Despite the relative obscurity of Everybody's Autobiography, one line of the book is known to just about everyone - "There's no there there".  Many interpret it as a dig at Oakland, Stein's hometown.  In fact, it may be simply a reference to the fact that her childhood home had been demolished.   Whatever Stein intended, the line entered popular culture.

When it comes to corporations, California rejects the possibility of a corporation without a "there".    All California corporations and foreign corporations registering to transact intrastate business in California must annually file a Statement of Information (Form SI-550).  Item 3a of the Statement requires disclosure of the corporation's "complete street address, city, state and zip code of the corporation’s principal executive office".  Lest there be any doubt, the Secretary of State's instructions state that the address must be a "physical address" and prohibit a P.O. Box address or an “in care of” address.  Corporations are also required to disclose a mailing address (which may be a P.O. Box or "in care of" address.   Finally, corporations must provide the complete street address, city and zip code of the corporation’s principal office in California, if any and if different from Item 3a.  As with the principal executive office, P.O. Box and "in care of addresses" are verboten.  

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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