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REQUIREMENTS FOR OBTAINING CERTIFICATE OF RELEASE OF BUYER (DE 2220)
WHEN A BUSINESS IS SOLD 

REASONS TO OBTAIN THE CERTIFICATE                                         ADDITIONAL INFORMATION 
Section 1733 of the California Unemployment Insurance Code                The seller is required to file and pay all final returns within 
(CUIC) (leginfo.legislature.ca.gov/faces/codes.xhtml) provides            10 days of quitting business pursuant to section 1116 of  
that any person or employing unit that fails to withhold money            the CUIC. 
or other property or fails to pay the amount or value of the 
property withheld as provided in sections 1731 and 1732 shall             HOW TO OBTAIN THE CERTIFICATE 
be personally liable for the payment of contributions, interest,          In order to determine the amount of the seller’s payroll tax 
and penalties due from the employer up to but not exceeding               liability, the seller and/or their agent must: 
the purchase price. Section 1733 of the CUIC applies upon the 
acquisition of an organization, trade or business, or substantially       1. 	 Electronically submit the current and delinquent quarter(s): 
all the assets of an employer.                                               • 	 Payroll Tax Deposit (DE 88) 
                                                                             • 	 Quarterly Contribution Return and Report of Wages 
The buyer of a business is required to withhold, in trust, money                  (Continuation) (DE 9C) 
or other property sufficient in amount or value to cover the                 • 	 Quarterly Contribution Return and Report of Wages  
amount due or unpaid from the seller until that seller provides                   (DE 9) 
a certificate from the Employment Development Department 
(EDD) stating that no taxes, interest, or penalties are due.                 File and pay online withe-Services for Busines 
                                                                             (edd.ca.gov/e-Services_for_Business)
To avoid personal liability, the buyer should make sure that 
purchase funds are not distributed until the certificate is issued        2. 	 Mail, fax, or bring to the nearest Employment Tax Office 
by the EDD. Compliance with section 3440, Civil Code of                      (ETO) a completed Release of Buyer Request Form  
the State of California, regarding the publishing of a Notice of             (DE 2220R) (PDF) (edd.ca.gov/pdf_pub_ctr/de2220r.pdf). 
the Intended Sale of Business, will not relieve buyer of their 
obligation in this respect.                                               3. 	 File and/or pay: 
                                                                             • 	 Other EDD required form(s). 
A Certificate of Release of Buyer (DE 2220) is not necessary if the          • 	 Outstanding payroll liabilities. 
seller is not an employer as defined under sections 675 and 676 
of the CUIC.                                                              The EDD is an equal opportunity employer/program. Auxiliary 
                                                                          aids and services are available upon request to individuals with 
Section 1732(b) of the CUIC provides that the issuance of a               disabilities. Requests for services, aids and/or alternate formats 
certificate shall not release the seller of any present or future         need to be made by calling 1-888-745-3886 (voice) or  
incurred liabilities.                                                     TTY 1-800-547-9565. 

For further assistance, please contact the local ETO (edd.ca.gov/office_locator) nearest you as listed below or the Taxpayer Assistance 
Center at 1-888-745-3886. 

CITY                         ADDRESS                                                 PHONE               FAX 
Anaheim                      2099 S. State College Blvd., Ste. 401, 92806            1-714-935-2920      1-714-935-2930 
Bakersfield                  1800 30th Street, Ste. 240, 93301                       1-661-335-7328      1-661-395-2647 
Oakland                      7677 Oakport Street, Ste. 400, 94621                    1-510-877-4851      1-916-319-1910 
Redding                      1325 Pine Street, 96001                                 1-530-225-2208      1-530-225-2209 
San Bernardino               658 E. Brier Drive, Ste. 300, 92408                     1-909-708-8899      1-909-890-0536 
San Diego                    10636 Scripps Summit Court, Ste. 202, 92131             1-858-880-2500      1-858-635-3751 
San Jose                     906 Ruff Drive, 95110                                   1-408-277-9435      1-408-277-9453 
Santa Fe Springs             10330 Pioneer Blvd., Ste. 150, 90670                    1-562-903-4017      1-562-903-4095 
Van Nuys                     6150 Van Nuys Blvd., Rm. 210, 91401-3384                1-818-901-5160      1-818-901-5605 

DE 3409A Rev. 11 (12-19) (INTERNET)                          Page 1 of 1	                                                   CU 






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