How to Incorporate in California

Step 1: Choose a Unique Business Name and Complete a State Business Search

Every California business must have a unique name that hasn't already been claimed by another business in the state. If you’re having trouble coming up with a name, try using our Business Name Generator to gather ideas. You'll need to follow a few naming rules, which you can read about in detail on the California Corporation Names page.

Once you’ve chosen a name, you’ll need to make sure it’s available in California. To learn whether another company in the state is using your desired business name, use our tool to do a California entity search.

You can also carry out a business name search on the CA Secretary of State website

Step 2: Provide an Official Business Address for Your Corporation

Every California corporation must have a designated address. That could be your home address (if you’re running the company from your residence), a building where your office is located or any physical address of your preference. The address can be outside the State of California and can be a P.O. Box.

You may also be able to use a virtual mailbox for your business address. Bizee can provide you with a California virtual mailbox where we'll receive your mail and scan it for your online review. This can be especially convenient if you run a home-based business and don't want your home address published as part of your business public record.

Step 3: Assign a Registered Agent

Most states require business entities to have a Registered Agent. In California, it’s called an Agent for Service of Process, but the purpose is the same. We’ll use these terms interchangeably.

A business entity’s agent receives official correspondence and is responsible for filing reports with the Secretary of State.

You can fill this position, assign another manager in your business or use a Registered Agent service. If your California Registered Agent is a person, they must have a physical street address in California and must be present during business hours to receive important documents on behalf of your company.

You'll appoint your Registered Agent when you file your Articles of Incorporation in California and officially form your corporation.

All of Bizee’s business formation packages include Registered Agent service. It’s free for the first year and just $119 per year after that. You can also access a digital dashboard to view any document we've received on your behalf

Step 4: File Your Certificate of Formation with the CA Secretary of State

Once you've gathered all the information for your corporation, you’ll need to file a form with the Secretary of State to officially create your business.

Your Articles of Incorporation can be filed online via the Secretary of State website. You can also mail a paper form to the Office of the Secretary of State, or Bizee can file it on your behalf. The California corporation filing fee is $100, and an additional $5 is charged for a certified copy of your document.

You only need to file your Articles of Incorporation once, but you'll also need to file a Statement of Information with the CA Secretary of State within 90 days after filing your Articles of Incorporation and every year thereafter. The CA Secretary of State has provided filing tips to help walk you through the process. Also, Bizee can remind you about this every year, or we can do it for you if you have us handle the formation paperwork.

Important: In addition to the filing of your Articles of Incorporation, most corporations must pay a minimum CA franchise tax of $800 each year.

What are the fees and requirements to incorporate in California?

*includes a $5 certified copy fee

Statement of Information

California Franchise Tax

Step 5: Get an Employer Identification Number (EIN) from the Internal Revenue Service

You'll need an EIN to identify your business to the IRS. You use this number when filing and paying taxes or when submitting payroll information and payments for your employees and for opening a business bank account. You can obtain one directly from the IRS, or Bizee can get one for you as part of the California corporation formation process

Step 6: Write Bylaws

A set of rules that govern how a corporation will be run, bylaws detail how many directors the corporation will have, whether the board of directors will have annual meetings and what the voting requirements are, among other things.

Some states require companies to create bylaws. But in California, you're not legally required to have bylaws unless the Articles of Incorporation don't specify the number of directors in the corporation. You're also not required to file bylaws with the CA Secretary of State, but you must keep a copy at the corporation's principal address.

Regardless of whether bylaws are legally required, it’s a good idea to write them to protect your business from any future changes and events.

California Corporation Types

C Corporation

When you file to start a corporation, by default, it's a C Corp. This is the choice for large businesses that will trade shares in the stock market.

A California C Corp will offer you several liability protections, but it will also be required to adhere to numerous strict rules and regulations. It will also likely have a substantial amount of administrative overhead and won't enjoy as many tax advantages as other corporation types.

Learn more about C Corporations.

S Corporation

Technically, an S Corporation isn't a business entity the way LLCs and C Corporations are. It's a tax filing status. An LLC or a C Corporation can be an S Corporation. It's just a matter of filing a form with the IRS.

The main reason to file as an S Corp is to save money on self-employment taxes. To get an idea of how much money you might save, use our S Corp Tax Calculator.

If you want your business to be treated as a California S Corp, file the IRS Election by a Small Business Corporation form, also known as Form 2553 or an S Corp Election form.

Consult with your tax advisor or accountant to determine whether this is your best option.

Learn more about S Corporations.

Compare S Corp vs. C Corp to learn the benefits and drawbacks of both and decide which one will best suit your needs.

Professional Corporation

Some states, including California, allow certain occupations to form Professional Corporations and offer professional services. The state’s Moscone-Knox Professional Corporation Act defines these services as:

"…any type of professional services that may be lawfully rendered only pursuant to a license, certification, or registration authorized by the Business and Professions Code, the Chiropractic Act, or the Osteopathic Act…"

Check with the CA Secretary of State to confirm whether your business should and can be a Professional Corporation.

Close Corporation

Put simply, a Close Corporation is one that has a limited number of shareholders and isn't publicly traded.

Usually, Close Corporations are exempt from corporate requirements, such as having a board of directors and holding annual meetings. Per the state's Corporations Code Title 1, Division 1, Chapter 1, § 158, a California Close Corporation is a business entity that has no more than 35 shareholders and holds articles containing the statement "this corporation is a close corporation.".

This entity is often chosen by family-owned businesses to prevent non-family members from establishing or claiming any ownership of the company.

Foreign Corporation

If your business operates in another state and you want to expand into California— or vice versa — you’ll need to form a Foreign Corporation.

Learn more about California Foreign Corporation Registration.

Nonprofit Corporation

Charitable organizations can incorporate as nonprofit corporations. This means all the profits they generate are donated to the organization supported by the charity, minus administrative costs.

A nonprofit corporation is also exempt from federal and state taxes, allowing more of the profit to benefit the charity.

Note: Everything in this guide applies to for-profit corporations and mostly to C Corps and S Corps. Items listed as requirements for forming a corporation may or may not also apply to nonprofits.

Limited Liability Company

Depending on the kind of business you want to start, or your personal circumstances and goals, a limited liability company (LLC) may be a better option. For example, you may only want to build a small business with just yourself and a few employees, or you may not need the options to buy and sell stock.

A California LLC is usually a better option for a smaller business. It's easier to set up, but it still offers you certain advantages you'd get from a corporation. You can even have your LLC treated as an S Corporation for tax purposes to save you money. Regardless of which direction you decide to go, we can help you with your California business registration. Regardless of which direction you decide to go, we can help you with your Texas business registration.

Learn more about limited liability companies.

Sole Proprietorship or Partnership

These are the simplest types of businesses to set up. That's because there's no real setup to do. If you don't choose to form a separate business entity, by default, you'll have either a sole proprietorship (just you) or a partnership (you and one or more other people).


Neither of these options provide you with any special benefits or liability protections and can leave your personal assets vulnerable. For these reasons, we don't recommend them.



Compare business entity types to decide which one is best for you.

Helpful Resources from the State of California