Do I need a lawyer to Form a LLC in California? |
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The short answer is no.
The state of California does not legally require a lawyer to form a
California Limited Liability Company (LLC).
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The short answer is no.
The state of California does not legally require a lawyer to form a
California Limited Liability Company (LLC).
Our detailed LLC Information page may help you understand some
of the implications of forming a California LLC.
However, if there is anything about Forming a LLC in California
that you're not sure about you should seek the advice of a competent California lawyer, a California accountant,
or a California Business advisor before you form a LLC in California.
Once you have made the decision to Form a LLC in California, a California lawyer
can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents
to perform these services and save money that you can use in your new
California Limited Liability Company.
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Do I have to Reserve a Company Name before I Form a LLC in California?
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You are not legally required to reserve a Company Name for a new California LLC before you submit your application to
Form a LLC in California.
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You are not legally required to reserve a Company Name for a new California LLC before you submit your application to Form a LLC in
California.
Whether or not you need to reserve a company name for your new California LLC depends entirely on your business situation.
The California Secretary of State uses names on a first come first served basis.
So if you think that someone may snatch the Company Name that you have in mind, you may want to reserve that California Company Name.
Click here for more information on
California Company Name Reservation
A California LLC name must include, as the last words of the name, the words "Liimited Liability Company" or the abbreviation "LLC" or "L.L.C.".Â
The words "Limited" and "Company" may be abbreviated to "Ltd." and "Co.," respectively.Â
In addition, the name of a California LLC must not include the words "Bank", "Trust", "Trustee", "Incorporated", "Inc.", "Corporation", "Corp.", "Insurer" or "Insurance Company" or any other words suggesting that the California LLC is in the business of issuing policies of insurance and assuming insurance risks.
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What if the California LLC Name I want is already taken?
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If the Name you have chosen for your new California LLC is already in use by a currently active
California Corporation or LLC, and you still want to use that LLC Name, then you will have to register a DBA Name with the county recorder in each California county in which you want to do business. "DBA" is an abbreviation for "Doing Business As."
In California a DBA Name is called a Fictitious Name.
We verify that the Name you have chose for your new California LLC is available before we submit
your new LLC filing to the California Secretary of State.
If necessary we can register a Fictitious Name in California for you so that you can open your new California business as quickly as possible.
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What do I have to do to Form a LLC in California?
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6 things you have to do in order to Form a LLC in California.
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6 things you have to do in order to Form a LLC in California.
1. Choose a name for your California LLC
2. Select an official address and a Registered Agent for your California LLC
3. Determine who will be Members and who will Manage your California LLC
4. Determine how you want your California LLC to be taxed
5. File Articles of Organization with the California Secretary of State
6. Get a Federal Employer Identification Number (FEIN)
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1. Choose a name for your California LLC
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Your California LLC name can identify the type of products and services your business will provide;
or it may be the name of the founder; or it can be a combination of the two or something else.
In any case, the California LLC name that you choose must be distinguishable from the name of any other registered California LLC or other
registered California business entity, such as a California Corporation or LLP.
The LLC name must also be different from any reserved names on record with the state of California.
Your California LLC name must not imply that it was formed for a purpose other than that stated in your
Articles of Organization;
and your California LLC name must not be a name that is likely to mislead the public.
The name of a California LLC must include the word "LLC" or
"Limited Liability Company" or an abbreviation of one of these words.
It's important to choose a good name for your California LLC because if you want to change it after you
Form a LLC in California you
will have to file amended Articles of Organization with the California Secretary of State (and pay a fee).
We will:
- Check to make sure that your California LLC name is available
- Make sure your California LLC name conforms to state of California regulations
- Reserve your California LLC name with the California Secretary of State
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2. Select an official address and a Registered Agent for your California LLC
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Every California LLC must have an address that is physically located in the state of California.
This address is "registered" with the California Secretary of State.
The Registered Address is where official and legal correspondence can be delivered.
The individual or company that is registered with the state of California to receive all correspondence on behalf of the California
LLC is called a "Registered Agent" or "Agent for Service of Process".
You may act as your own Registered Agent, however, many California LLCs hire a Registered Agent because they don't have a physical
address within the state of California or to provide a distinct level of privacy.
- We can act as the official Registered Agent for your California LLC.
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3. Determine who will be Members and who will Manage your California LLC
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The owners of a California LLC are called Members - not Partners or Shareholders.
(a California Limited Liability Company does not issue stock).
Members make all business decisions and realize the financial benefits generated by the California LLC.
Division of ownership and distribution of profits are decided by private agreement among the Members.
Each California LLC must have at least one Member.
Members need not live in the state of California or be citizens of the United States.
Managers are responsible for the day to day operation of the California LLC.
Members elect or appoint Managers and have the power to remove them.
Managers may or may not be Members of the California LLC.
Management for your California LLC may be defined in your Articles of Organization or, more commonly, in an Operating Agreement.
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4. Determine how you want your California LLC to be taxed
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The IRS does not recognize a Limited Liability Company as a classification for federal tax purposes.
California LLC Members can elect for the IRS to tax the LLC as a sole proprietorship, partnership, C Corporation, or S Corporation.
This decision may be made after the California LLC is created.
If a single Member California LLC does not declare a tax classification it is taxed the same as a sole
proprietorship.
A multiple Member California LLC that does not declare a tax classification is taxed as a general partnership.
More specific federal LLC tax information can be found at the
IRS web site.
- If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your California LLC and include it with
your LLC formation documents.
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5. File Articles of Organization with the California Secretary of State
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A California Limited Liability Company is a type of business that is authorized by the state of California - not by the federal government.
In order to form a LLC in California you must file Articles of Organization with the California Secretary of State.
The Articles of Organization must include certain specific information about your California LLC.
If the Articles do not conform exactly to state of California requirements they will be rejected.
You may subsequently amend the Articles of Organization for your California LLC but you will have to pay a fee to the state of
California in order to make the changes official.
- We can prepare and file your Articles of Organization with the California Secretary of State.
We've been doing it for over 10 years.
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6. Get a Federal Employer Identification Number (FEIN)
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A Federal Employer Identification Number, also known as a Federal Tax Identification Number, is used by the IRS to identify a
business entity.
An FEIN is like a Social Security Number for your California LLC.
All California LLCs electing to be taxed as a C-Corporation or S-Corporation are required to have a FEIN.
If you do not elect to have your California LLC taxed as a Corporation you may still need to get a FEIN if it is composed of multiple members or
if you plan to have employees.
If you plan to form a Single Member California LLC you may not need a separate FEIN for the LLC if you have no employees.
The sole Member of a Single Member California LLC may be able to use his or her Social Security Number instead of applying for an FEIN.
You may request a FEIN for your California LLC for banking or state tax purposes, but an FEIN may not be required for federal tax purposes depending
on your business circumstances.
- We can get a FEIN for your California LLC as soon as it is approved by the California Secretary of State.
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What do I have to do after I form my California LLC? |
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5 things you have to do after you Form a LLC in California.
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5 things you have to do after you Form a LLC in California.
1. Conduct an Organizational Meeting and adopt an Operating Agreement
2. Open a Business Bank Account in California for your CA LLC
3. Obtain Business Licenses from the cities and counties in which you plan to do business
4. File the required California LLC reports
5. Keep proper records of your California LLC on file
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1. Conduct an Organizational Meeting and adopt an Operating Agreement
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An Operating Agreement defines the rules by which your California LLC will operate.
It is the core document that is referred to when issues concerning your LLC need to be resolved.
Operating Agreements may include requirements for almost anything that involves the management and operation of your California LLC.
By having an Operating Agreement all Members will be provided with a clear set of rules they have agreed upon thus reducing the likelihood of
disagreement in the future.
Items commonly included in an Operating Agreement for a California LLC:
- Rights and duties of Members
- Member contributions
- Record keeping and reporting requirements
- Distribution of profits
- Allocation of losses
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- Management duties
- Meeting requirements
- Voting requirements
- Admission and termination of Members
- Dissolution procedures
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Although an Operating Agreement is not required in the state of California, if you plan to form a multiple Member California LLC
it is highly advisable to have one.
Having an Operating Agreement will save you a lot of time and money should conflict arise down the line.
As your California LLC grows over time, you may amend your Operating Agreement as necessary.
When your California LLC has an Operating Agreement your business will be governed by your own rules and not some canned business rules created by
the state of California.
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2. Open a Business Bank Account in California
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It's very important that you have a separate business bank account for your California LLC.
Mixing personal and business funds may get you in a lot of trouble with the tax man down the line.
It's a good idea to contact the bank before you open a business bank account for your California Limited Liability Company.
Specific requirements vary from bank to bank.
In most cases you will need a FEIN, a copy of your California LLC Articles of Organization, and a resolution identifying authorized signers
if those names are not listed in the Articles.
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3. Obtain Business Licenses from the cities and counties in which you plan to do business
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Note that forming a California LLC doesn't take the place of obtaining a business license, tax
registration certificate, or other required business permits.
A California LLC merely creates an ownership structure that limits the owner's personal liability.
You may still need to take care of getting set up to do business with your local government.
Depending on the nature of the business and the location of your California LLC you may need to get one or more city
business licenses or permits.
The business licenses or permits that are required for your California LLC vary depending on your business activities
and the specific locations within the state of California in which you want to conduct business.
If your California LLC will be selling products in California you may be required to obtain a Reseller's Permit from the appropriate
California state agency.
If your California LLC will be selling products in California you will also be responsible for all applicable local and state of California
sales taxes if there are any.
- We can research and prepare the necessary forms for your required business licenses and permits and include them in your California LLC package.
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4. File the required California LLC reports
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Each California LLC must file a with the California Secretary of State.
The California includes basic information about your California LLC.
Failure to submit a properly completed California to the California Secretary of State on or before the
due date may subject the California LLC to being administratively dissolved in the state of California or having its authority to
transact business in the state of California revoked by the California Secretary of State.
Penalties may accrue if you fail to file any California LLC to the California Secretary of State
by the due date.
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We will fill out and file your Initial Biennial Statement of Information with the California Secretary of State and include confirmation of filing
with your LLC formation documents.
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5. Keep proper records of your California LLC on file
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Keep the following records on file and available at the principal business office of your California LLC:
- Names and addresses of all Members and Managers of the California LLC
- Articles of Organization for the California LLC and any Amendments to them
- Copies of all tax returns and reports for the California LLC for the last 3 years
- If the California LLC has an Operating Agreement, a copy of the Operating Agreement and any Amendments
- Copies of any LLC Resolutions which have been adopted by the California LLC
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What information do I need in order to Form a LLC in California? |
In order to Form a LLC in California you'll need certain specific information about your new Company
including the LLC name and address; and the name and address of the new California LLC's Registered Agent.
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In order to Form a LLC in California you'll need the following information about your new Company:
- The name of your new California LLC along with your second choice of a name in case the name that you want is not available
- Physical addess of the LLC office in California (not a PO Box)
- Name and address of your California Registered Agent (not a PO Box)
- A description of the nature of the business you are planning to operate with your California LLC
- Who is going to manage the day to day operation of your California LLC
- The number of Managers of your California LLC
You do not have to name the Members of a
California LLC in the Articles of Organization.
While you are not required to name the Members of a new California LLC you still may include Member information with your initial
California LLC filing.
Remember - ALL the information that you provide when you Form a LLC in California becomes part of the public record.
Our data entry forms include the absolute minimum amount of information that is required in order to Form a Limited Liability Company in California.
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How long does it take to Form a LLC in California? |
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Processing times for new California LLC applications vary depending on the work load of the
Secretary of State's staff.
We've found that normal processing of new California Articles of Organization takes the state around 5 business days.
Add 2-3 days for the time period for shipping the final documents by mail.
Choosing our Express Mail option can shave a couple of days off the total processing time for your California LLC.
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PLEASE NOTE: WE CANNOT GUARANTEE CALIFORNIA SECRETARY OF STATE PROCESSING TIMES.
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We are dependent on, and have no control over, the staff and systems of the California Secretary of State.
In our experience 5 business days is the time it usually takes the California Secretary of State to process
a new California LLC application.
We get your California LLC application to the CA Secretary of State ASAP. Once it is at the state we have no control over the new California LLC application process.
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How much does it cost to Form a LLC in California? |
The state of California charges $76.00 to form a new LLC.
This is the cost of filing and getting a Certified Copy of your Articles of Organization from the CA Secretary of State.
If you choose All Business Documemnts to help you form your LLC in California, our processing fees are $125.00.
We start processing your new California LLC order as soon as we get it.
Total cost includes:
- Name Check and Reservation
- Prepare Articles of Organization
- File Articles of Organization with the California Secretary of State
- Certified Copies of Articles
- California LLC Checklist
- Priority Mail Delivery
- Unlimited Customer Support
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California Foreign LLC Qualification |
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You want to do business in the state of California but are registered as a Domestic LLC in another state.
In order to legally conduct business in the state of California you must register with the California Secretary of State as
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You want to do business in the state of California but are registered as a Domestic LLC in another state.
In order to legally conduct business in the state of California you must register with the California Secretary of State as
a California Foreign LLC.
The process of registering as a Foreign LLC in the state of California is called California LLC Foreign Qualification.
The process of California LLC Foreign Qualification is similar to the process of forming a Domestic LLC in the state of California.
Your original formation documents (usually called Articles of Organization) and Corporate Bylaws apply to your California Foreign LLC.
The Members and Managers of your Domestic LLC have the same roles in the California Foreign LLC.
Click here for specific requirements for
California LLC Foreign Qualification.
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