California LLCs are governed by the California Revised Uniform Limited Liability Company Act (RULLCA), Cal. Corp. Code §§ 17701.01–17713.13.
1. Filing Fee and Processing Time
Form LLC-1 (Articles of Organization): $70 filing fee with the California Secretary of State.
Processing: 5-7 business days online (bizfileOnline.sos.ca.gov); paper filings take longer. 24-hour expedited available for an additional $350; same-day for $750.
2. Name Reservation
Optional. Form LLC-1NR reserves a name for 60 days for $10. The name must contain "Limited Liability Company," "LLC," or "L.L.C." and must be distinguishable from existing entities (Cal. Corp. Code § 17701.08).
3. Registered Agent (Agent for Service of Process)
Required under Cal. Corp. Code § 17701.13.
Must be a California resident individual OR a corporation registered with the Secretary of State as a 1505 corporate agent.
Address must be a physical street address in California (no P.O. boxes).
4. Operating Agreement
Required under Cal. Corp. Code § 17701.10 — but is NOT filed with the state. Kept internally.
May be oral, written, or implied. Single-member LLCs should have a written agreement to preserve the liability shield.
5. Statement of Information
Initial Statement of Information (Form LLC-12) must be filed within 90 days of formation. Fee: $20.
Biennial Statement of Information required every 2 years thereafter ($20). Late filings incur a $250 penalty.
6. Annual Franchise Tax — California's $800 Minimum
California imposes an $800 minimum annual franchise tax on every LLC, regardless of income or activity (Cal. Rev. & Tax. Code § 17941).
Due by the 15th day of the 4th month of the taxable year (April 15 for calendar-year LLCs).
The first-year waiver that applied to LLCs organized 2021-2023 has expired — new LLCs in 2024+ owe $800 in year one. (Confirm current FTB guidance.)
7. LLC Fee (Gross Receipts)
Additional LLC fee based on California-source gross receipts (Cal. Rev. & Tax. Code § 17942):
- $250,000-$499,999: $900
- $500,000-$999,999: $2,500
- $1M-$4,999,999: $6,000
- $5M+: $11,790
8. Federal EIN and CA Tax IDs
Obtain a federal EIN from the IRS (free).
Register with the California Department of Tax and Fee Administration (CDTFA) if collecting sales tax.
Register with the EDD if hiring employees.
9. Local Business License
Most California cities require a local business license / business tax certificate in addition to state formation.
This is legal information, not legal advice.