A certificate of correction is the filing a California corporation submits to the California Secretary of State to correct a provision of an agreement, certificate or instrument it filed earlier, and Form CORR-CORP is the Secretary of State's form for it. Stock, nonprofit, cooperative and several other corporation types can use it, and a corporation that survives a merger files it for the merger document. On FillingPDF you can fill out the form online and download or print the completed PDF; the Secretary of State receives it only through the mail or drop-off channels described below.
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What is CORR-CORP?
Form CORR-CORP, Certificate of Correction, is the California Secretary of State form a domestic or foreign corporation files to correct a provision of an agreement, certificate or other instrument it previously filed with the Secretary of State.
The corporation must meet the requirements of California Corporations Code sections 109, 173 and 193 as applicable (stock corporations), sections 5007, 5062 and 5076 as applicable (nonprofit corporations), or sections 12213, 12241 and 12251 as applicable (cooperative corporations). The Secretary of State's instructions say Form CORR-CORP was created for ease in filing and that any format meeting the statutory requirements may be used instead.
On the form you identify the document being corrected by its title, the corporation name or names, the entity number or numbers and the date that document was filed. In item 4 you give the Article number or Section and the provision as corrected and, if the execution was defective, wherein it was defective. Item 5 is a box for stock corporations only, stating that the certificate does not alter the wording of any resolution or written consent that was in fact adopted by the board or the shareholders.
The form may not indicate a delayed (future) effective date. It is signed and verified or acknowledged as applicable, with a declaration under penalty of perjury. A separate Business Entities Submission Cover Sheet is optional and is not made part of the filed document.
Who needs to file CORR-CORP?
The corporation that filed the document containing the error files Form CORR-CORP. The Secretary of State's instructions say it can correct an agreement, certificate or other instrument filed by any of these:
- a domestic stock or nonprofit corporation;
- a foreign stock or non-profit corporation;
- a social purpose corporation or benefit corporation;
- a fish marketing corporation;
- a cooperative or agricultural cooperative;
- a foreign business corporation surviving a merger with a California nonprofit corporation.
If you are correcting a merger document, only the surviving corporation files the Certificate of Correction. Item 5 applies to stock corporations only; nonprofit corporations leave it blank.
Do not use the form to set a delayed (future) effective date: it may not indicate one. The people who executed the instrument sign the form, and the declaration states that the signer is the person who executed it. The instructions also advise consulting a private attorney about your specific business needs before you submit the completed form.
When to file CORR-CORP
File Form CORR-CORP when a provision of an agreement, certificate or instrument the corporation already filed with the California Secretary of State needs correcting. The form prints no deadline of its own. It may not carry a delayed (future) effective date.
The Secretary of State reviews all submissions in the order it receives them, with online submissions given priority. Its forms page shows 10+ days for PDF forms, including this one, and 5 days or less for online submissions. For current processing dates, go to www.sos.ca.gov/business/be/processing-dates. Delivering the form in person at the Sacramento office, with the separate non-refundable handling fee, gives priority over documents submitted by mail.
Documents you need
- Optional Business Entities Submission Cover Sheet, included with a paper submission; it is treated as correspondence and is not made part of the filed document.
- Additional pages for item 4, only if you need more space; each must be 8 ½ x 11, one-sided, legible and clearly marked as an attachment to Form CORR-CORP.
- Additional signature page, only if you need more room for signatures; place the signatures on one side of a letter-sized sheet marked as an attachment to Form CORR-CORP.
- Check or money order payable to the Secretary of State for the filing fee, plus the certification fee if you want a certified copy; cash must not be sent by mail.
- Handling fee payment for in-person drop off only; do not include it when submitting by mail.
How to fill out CORR-CORP
Enter the document title and corporation names
At the top, enter the title of the document being corrected (the agreement, certificate or other instrument) and the name of the corporation or corporations. Use type or legible print in black or blue ink.
Enter the exact name in item 1
Write the corporation name exactly as it appears in the California Secretary of State's records, including the entity ending if any. For a merger, separate the names with a comma; you can check names in the Business Search at bizfileOnline.sos.ca.gov.
Enter the entity number in item 2
Enter the Entity Number issued by the Secretary of State at registration. Confirm it in the Business Search or on your registration document.
Enter the file date in item 3
Enter the date the document being corrected was filed, in MM/DD/YYYY format. The Secretary of State puts this file date on the filed document.
Describe the correction in item 4
Enter the Article number or Section (for example, Article 1, Section 5) and the provision as corrected. If the execution was defective, state wherein it was defective.
Add attachment pages if needed
If item 4 needs more room, attach pages that are 8 ½ x 11, one-sided, legible and clearly marked as an attachment to Form CORR-CORP. Attachments are part of the document.
Check the item 5 box if it applies
Stock corporations only: check the box if the certificate does not alter the wording of any resolution or written consent actually adopted by the board or the shareholders. Nonprofit corporations leave it blank.
Read the declaration and sign
Enter the date, signature, printed name and business title for each signer. The form must be signed and verified or acknowledged as applicable; do not use a computer-generated signature. Extra signatures go on an attached letter-sized page.
Confirm there is no future effective date
Check that nothing on the form or attachments sets a delayed effective date, which the form may not indicate. For a merger document, confirm the surviving corporation is the filer.
Review and download the completed PDF
Check names, entity numbers and the file date against the Secretary of State's records. Download or print the completed PDF from FillingPDF and submit it through one of the channels described under How to submit.
How to submit CORR-CORP
You can send Form CORR-CORP to the Secretary of State by mail or deliver it in person at the Sacramento office.
- By mail: Secretary of State, Business Entities, P.O. Box 944260, Sacramento, CA 94244-2260. The optional cover sheet prints the ZIP+4 as 94244-2600, so use the address in the form's Where to File instructions. Do not include the handling fee with a mailed document.
- In person (drop off): Sacramento office, 1500 11th Street, 3rd Floor, Sacramento, CA 95814. A separate, non-refundable handling fee applies to drop-off and is kept whether the document is filed or rejected.
A filing fee applies, and a certified copy costs an additional certification fee; see the form and the Secretary of State for current amounts. Make checks or money orders payable to the Secretary of State and do not send cash by mail. In person, you may also pay by credit card (Visa or Mastercard).
If you use the optional cover sheet, all correspondence goes to the name and address on your check or money order. The cover sheet also points to bizfileOnline.sos.ca.gov for faster service. FillingPDF lets you fill out and download the PDF; submission follows the channels above.
Common mistakes to avoid
- Indicating a delayed (future) effective date; the instructions say Form CORR-CORP may not do so.
- Using a computer-generated signature; the instructions say not to, and the form must be signed and verified or acknowledged as applicable.
- Entering a corporation name that differs from the Secretary of State's records, leaving off the entity ending such as "Corporation" or "Company".
- Having a corporation other than the surviving corporation file the certificate when correcting a merger document.
- Checking the item 5 box on a nonprofit corporation's form; nonprofit corporations leave it blank.
- Enclosing the handling fee with a mailed submission; it applies only to in-person drop off.
- Sending cash by mail instead of a check or money order payable to the Secretary of State.
- Attaching pages that are not 8 ½ x 11, one-sided, legible and clearly marked as an attachment to Form CORR-CORP.
- Entering the file date of the document being corrected in a format other than MM/DD/YYYY.
Frequently asked questions
What is a certificate of correction in California?
A certificate of correction is the filing a corporation uses to correct a provision of an agreement, certificate or instrument it previously filed with the California Secretary of State. Form CORR-CORP is the Secretary of State's form for it, though any format meeting the statutory requirements may be used.
Who files Form CORR-CORP for a merger document?
Only the surviving corporation files it. The instructions say that when you correct a merger document, the Certificate of Correction is filed by the surviving corporation alone, and the corporation names in item 1 are separated by commas.
Can I fill out Form CORR-CORP online?
You can fill out the PDF online on FillingPDF and download or print it. FillingPDF does not file anything with the Secretary of State; you mail the completed form or deliver it in person to the Sacramento office.
Where do I mail the Certificate of Correction?
Mail it to Secretary of State, Business Entities, P.O. Box 944260, Sacramento, CA 94244-2260, with the applicable fees. To drop it off in person, go to 1500 11th Street, 3rd Floor, Sacramento, CA 95814.
Is there a fee to file a certificate of correction?
Yes. A filing fee applies, and a certified copy requires a separate certification fee. Drop-off in person adds a non-refundable handling fee that you do not include with a mailed document. Check the form or the Secretary of State for current amounts.
How long does it take to process Form CORR-CORP?
The Secretary of State's forms page lists 10+ days for PDF forms, versus 5 days or less for online submissions. Submissions are reviewed in date order of receipt; current processing dates are at www.sos.ca.gov/business/be/processing-dates.
Can a certificate of correction have a future effective date?
No. The instructions state that the form may not indicate a delayed (future) effective date, citing California Corporations Code sections 109, 5007 and 12213.
Does Form CORR-CORP need to be signed or notarized?
It must be signed and verified or acknowledged as applicable under California Corporations Code sections 109, 5007 and 12213. Do not use a computer-generated signature. Additional signatures can go on an attached letter-sized page.
Do I get a copy of the filed certificate of correction?
Yes. On filing, the Secretary of State returns one plain copy of the filed document at no charge. It will certify a copy on request when you pay the certification fee included with your submission.
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