Starting A LLC California has never been so simple. Our California LLC Wizard helps take the guessing out of what needs to be done to have a registered LLC in California. Below are some requirements needed for a LLC California.
Statutory filing requirements are found in California Corporations Code section 17702.01. All statutory references below are to the California Corporations Code, unless otherwise stated.
Note: Operating Agreements are to be maintained by the limited liability company and are not filed with the California Secretary of State. Please do not submit Operating Agreements for filing; if they are submitted, they will be returned unfiled.
LLC California Requires the following details:
- Item 1 [LLC Name]: List the proposed limited liability company name. The proposed name:
- Must include: LLC, L.L.C., Limited Liability Company, Limited Liability Co., Ltd. Liability Company, or Ltd. Liability Co. (Section 17701.08);
- May not include: bank, trust, trustee, incorporated, inc., corporation, or corp. (Section 17701.08); and
- May not include: insurer, insurance company, or any other words suggesting that the limited liability company is in the business of issuing policies of insurance and assuming insurance risks. (Section 17701.08.)
For more information about using a business name in California, contact us to look a name free of charge.
- Item 2: [Purpose]: The statement of purpose is required and should not be altered.
- Item 3: [LLC Addresses]:
- Item 3a: List the street address of the limited liability company’s initial designated office in California. Do not use a P.O. Box address. Note: The designated office need not be the place of the limited liability company’s activity in California. (Section 17701.13.)
- Item 3b: If different from Item 3a, list the mailing address of the limited liability company.
- Item 4: [Service of Process]:
- Item 4a: List the name of the agent for service of process. The agent for service of process must be: (1) a person who resides in California or (2) an active corporation in California that has filed a certificate pursuant to Section 1505. (Section 17701.13.)
- Item 4b: If the agent for service of process listed in Item 4a is a person (not a corporation), list the agent’s business or residential street address in California. Do not use a P.O. Box address. Do not complete Item 4b if the agent for service of process is a corporation as the corporate agent’s address for service of process is already on file.
An “agent for service of process” is an individual (manager, member or any other person, whether or not affiliated with the limited liability company) who resides in California or a corporation designated to accept service of process if the limited liability company is sued. Note: A limited liability company cannot act as its own agent for service of process; only one agent can be listed; and the agent should agree to accept service of process on behalf of the limited liability company prior to designation.
- Item 5: [Management]: Check the applicable box to indicate if the limited liability company will be managed by “one manager,” “more than one manager” or “all limited liability company member(s).” Only one box may be checked.
- Form LLC-1 must be signed by each organizer. If there is more than one organizer and you need more space, attach extra pages that are one-sided and on standard letter-sized paper (8 1/2″ x 11″). All attachments are made part of Form LLC-1. Note: The person signing Form LLC-1 need not be a member or manager of the limited liability company.
- If Form LLC-1 is signed by an entity, the person who signs on behalf of the entity should note their name and position/title and the entity name. Example: If a limited liability company (“Smith LLC”) is the organizer, the signature of the person signing on behalf of the Smith LLC should be reflected as Joe Smith, Manager of Smith LLC, Organizer.
- If Form LLC-1 is signed by a trust, the trustee should sign as follows:___________, trustee for ___________ trust (including the date of the trust, if applicable). Example: Mary Todd, trustee of the Lincoln Family Trust (U/T 5-1-1994).
The fee for filing LLC California can be found here.
A California limited liability company may not provide “professional services” in California. (Section 17701.04.) “Professional services” are defined as any type of professional services that may be lawfully rendered pursuant to a license, certification, or registration authorized by the Business and Professions Code, the Chiropractic Act, the Osteopathic Act or the Yacht and Ship Brokers Act. (Sections 13401(a) and 13401.3.) If your business is required to be licensed, certified or registered, before submitting Form LLC-1 to the California Secretary of State’s office, it is recommended that you contact the appropriate licensing authority in order to determine whether your services are considered professional. For licensing requirements in California, please refer to the CalGold or California Department of Consumer Affairs websites.
Statement of Information (Form LLC-12)
Form LLC-12 must be filed with the California Secretary of State within the first 90 days of filing the Articles of Organization, after which a Statement of Information is due every two years (every odd year or every even year based on year of initial registration). (Section 17702.09.) See Filing Schedule.
Minimum Tax Requirement:
Filing Form LLC-1 will obligate most limited liability partnerships to pay an annual minimum tax of $800 to the California Franchise Tax Board pursuant to California Revenue and Taxation Code section 17941. For more information, please refer to the California Franchise Tax Board’s Guide for Corporations Starting Business in California (FTB Publication 1060) (PDF).