23101-23114

REVENUE AND TAXATION CODE
SECTION 23101-23114




23101.  (a) "Doing business" means actively engaging in any
transaction for the purpose of financial or pecuniary gain or profit.
   (b) For taxable years beginning on or after January 1, 2011, a
taxpayer is doing business in this state for a taxable year if any of
the following conditions has been satisfied:
   (1) The taxpayer is organized or commercially domiciled in this
state.
   (2) Sales, as defined in subdivision (e) or (f) of Section 25120
as applicable for the taxable year, of the taxpayer in this state
exceed the lesser of five hundred thousand dollars ($500,000) or 25
percent of the taxpayer's total sales. For purposes of this
paragraph, sales of the taxpayer include sales by an agent or
independent contractor of the taxpayer. For purposes of this
paragraph, sales in this state shall be determined using the rules
for assigning sales under Section 25135 and subdivision (b) of
Section 25136 and the regulations thereunder, as modified by
regulations under Section 25137.
   (3) The real property and tangible personal property of the
taxpayer in this state exceed the lesser of fifty thousand dollars
($50,000) or 25 percent of the taxpayer's total real property and
tangible personal property. The value of real and tangible personal
property and the determination of whether property is in this state
shall be determined using the rules contained in Sections 25129 to
25131, inclusive, and the regulations thereunder, as modified by
regulation under Section 25137.
   (4) The amount paid in this state by the taxpayer for
compensation, as defined in subdivision (c) of Section 25120, exceeds
the lesser of fifty thousand dollars ($50,000) or 25 percent of the
total compensation paid by the taxpayer. Compensation in this state
shall be determined using the rules for assigning payroll contained
in Section 25133 and the regulations thereunder, as modified by
regulations under Section 25137.
   (c) (1) The Franchise Tax Board shall annually revise the amounts
in paragraphs (2), (3), and (4) of subdivision (b) in accordance with
subdivision (h) of Section 17041.
   (2) For purposes of the adjustment required by paragraph (1),
subdivision (h) of Section 17041 shall be applied by substituting
"2012" in lieu of "1988."
   (d) The sales, property, and payroll of the taxpayer include the
taxpayer's pro rata or distributive share of pass-through entities.
For purposes of this subdivision, "pass-through entities" means a
partnership or an "S" corporation.



23101.5.  (a) The Franchise Tax Board may determine that a
corporation is not doing business in this state for purposes of this
chapter or deriving income from sources within this state for
purposes of Chapter 3 (commencing with Section 23501) if its only
activities within this state are either or both of the following:
   (1) The purchase of personal property or services solely for its
own use or use by its affiliate outside this state if:
   (A) The corporation does not have more than 100 employees in this
state, whose duties are limited to solicitation, negotiation,
liaison, monitoring, auditing, and inspecting the personal property
or services acquired, or providing technical advice with respect to
its requirements, and
   (B) The corporation does not have more than 200 employees in this
state, whose duties are limited to solicitation, negotiation,
liaison, monitoring, auditing, and inspecting the personal property
or services acquired, or providing technical advice with respect to
its requirements, and the personal property or services purchased by
the corporation or its affiliate are used for the construction or
modification of a physical plant or facility located outside the
state, and
   (C) The combined number of employees in this state pursuant to
subparagraphs (A) and (B) does not exceed 200.
   (2) The presence of employees in this state only for the purpose
of attending a public or private school, college, or university.
   (b) A corporation may petition the Franchise Tax Board for a
determination in accord with procedures established by the Franchise
Tax Board. The filing of that petition shall be deemed a waiver of
the confidentiality provisions of Section 19542 with respect to the
facts alleged in the petition and any additional evidence produced
with respect to those facts.
   (c) If the determination is made, it shall remain in force for
five years as long as the corporation continues to meet the above
criteria. However, with respect to corporations meeting the above
criteria on or before January 1, 1978, the determination shall remain
in force indefinitely so long as the corporation continues to meet
the above criteria.
   (d) The corporation shall annually confirm with the Franchise Tax
Board within two months and 15 days after the close of its fiscal
year, in the manner as the Franchise Tax Board may prescribe, that
the facts relevant to the granting of the determination then in
effect remain unchanged or shall state and explain any changes that
have occurred since the preceding report was filed.
   (e) Where a corporation applying for or relying on the
determination is engaged in a unitary business, the limitation of 100
or 200 employees, as applicable, that is specified in paragraph (1)
of subdivision (a) shall apply to the aggregation of all corporations
within the unitary group.
   (f) Each taxpayer that sells property or services to a corporation
with more than 100 employees in this state, with respect to which
the determination has been made, shall file annually with the
Franchise Tax Board, in the manner as the Franchise Tax Board may
prescribe, a report identifying the number of its employees within
this state directly attributable to the construction or modification
of a physical plant or facility located outside the state.
   (g) This section shall become operative on January 1, 1994.




23102.  Any corporation holding or organized to hold stock or bonds
of any other corporation or corporations, and not trading in stock or
bonds or other securities held, and engaging in no activities other
than the receipt and disbursement of dividends from stock or interest
from bonds, is not a corporation doing business in this State for
the purposes of this chapter.



23104.  (a) For purposes of this part only, any corporation that is
not incorporated under the laws of this state and whose sole activity
in this state is engaging in convention and trade show activities,
as described in Section 513(d)(3)(A) of the Internal Revenue Code,
for seven or fewer calendar days, or any portion thereof, during the
taxable year and that does not derive more than ten thousand dollars
($10,000) of gross income reportable to this state from those
activities during that taxable year is not a corporation doing
business in this state.
   (b) For purposes of this section, the determination of gross
income reportable to this state of a taxpayer shall be made by
including the gross income reportable to this state of each member of
the "commonly controlled group" (as defined by Section 25105) of
which the taxpayer is a member.



23113.  The tax imposed under this chapter shall attach whether a
taxpayer has a taxable year of twelve months or less.



23114.  (a) A corporation shall not be subject to the taxes imposed
by this chapter if the corporation did no business in this state
during the taxable year and the taxable year was 15 days or less.
   (b) The period of time for which a corporation is not subject to
taxes imposed by this chapter as provided in subdivision (a) may not
be considered a taxable year for purposes of subdivision (e) or
paragraph (1) of subdivision (f) of Section 23153.