If you want to form a corporation in California, there are certain forms, requirements and legalities you must get in place.
Below is a rundown of what you’ll need to do, together with information on the requirements for your California corporation. Some of these forms you only need to submit once, while others must be filed on a regular basis.
You will need to set reminders in your calendar to file forms regularly if you're filing yourself. At Incfile, we provide an optional, paid renewal service and can take care of certain renewals for you when you instruct us to do so.
The Articles of Incorporation are the formal documents filed with the California Secretary of State to create your corporation. It provides certain information about your business. Once the document is filed with the Secretary of State, it legally creates your business as a corporation in California. Here’s what’s typically included:
Here at Incfile, we automatically create and file your Certificate of Formation/Articles of Incorporation on your behalf when you start your business with us. You only need to file your certificate once. There is a fee levied by the Secretary of State of California to cover your filing, which is currently $100.
In California, certain professions are restricted from forming LLCs. These are professionals providing defined services, and they typically need to be specially licensed. In California, businesses engaged in the following activities are considered professional service organizations — this means that they must be formed as solo practitioners, partnerships or professional corporations (S Corporations or C Corporations).
These professions include:
Note that three types of professional services — law, public accounting and architecture can be formed as Limited Liability Partnerships (LLPs), however these do not provide the same protections as a corporation.
Incfile provides a complete Business License Research Package that will tell you all of the licenses and permits necessary for your new professional LLC.
Depending on the type of California business you’re running, you will need to obtain various business licenses and permits. These are not required to form your corporation, but you must have them to legally carry out business. It’s vital to understand the permits and licenses required for your business to operate in compliance in your jurisdiction.
Various cities in California have slightly different rules and fees for permits and licenses. Check with your local California city administration to see what their rules are. You will need a separate permit or license for each city your California corporation operates in.
Depending on the type of business you are running, you may need to get additional permits and licenses from the county or state of California. You can get an idea of the types of permits and licenses you might need from the CalGold or State of California website.
Depending on the type of California business you are running, you may need to get licenses and permits from the federal government and various national agencies. You can find a complete list on the U.S. Small Business Administration website.
Because permits do vary depending on the type of business you are operating and where you are located, we provide a comprehensive Business License Research Package. It’s designed to tell you all of the licenses and permits necessary for your new corporation. It includes:
Your customized Business License Research Package will be emailed to you within two days of your company being filed by the state. Remember that operating your business without the required licenses can expose you to compliance risks and fines from state and local governments.
Because you’re forming a corporation, there are certain other legal, regulatory and compliance areas you need to meet.
Bylaws are the formal, internal rules that your corporation must follow to stay active. You will need to create and agree to bylaws in certain areas.
Ownership in a corporation is expressed through the issuance of shares. You must create stock certificates and formally issue stock to any agreed initial shareholders in the corporation.
You must appoint directors to all positions in line with the agreed corporation bylaws. The board of directors is responsible for the strategic direction and overall management of the corporation. The board selects officers who will manage the day-to-day activities of the corporation.
Officers are the individuals who manage the corporation on a day-to-day basis. At a minimum a corporation should have a President, Secretary and Treasurer. Theoretically, one person could hold more than one position.
You should acquire a new corporate records book. You will use this to capture all of the important information for the corporation. This includes your Articles of Incorporation, corporate bylaws, meeting minutes, AGM details, directors, officers, stock certificate information, transfer documents and more.
You may need to hire additional employees for your California corporation. You will need an Employer Identification Number (EIN). You may also need to get Worker’s Compensation Insurance and General Liability Insurance.
You must hold a yearly meeting that all directors, officers and shareholders of the corporation are invited to. The purpose of an AGM is generally to:
You will need to register for certain taxes when you form your corporation. These include:
You can find full details on the California Department of Revenue website.
You must file an annual report with the California Secretary of State on an annual basis, by CAX. The cost is currently $25. If you do not file your annual report within 90 days of your date of incorporation each year, you will be charged a late fee and your corporation may be dissolved. Here at Incfile, we can file your annual report on your behalf.
As you can see, there are several forms and permits you need to submit to conduct business, both initially and on an annual basis.
You may need a Certificate of Good Standing for certain business-related services like opening a bank account. You can order one from us, and we will also send you courtesy emails when your compliance due date nears.
Incfile provides a cost-effective service to help you create your California corporation. We guide you through the process and handle most of the administrative steps, such as filing the necessary forms on your behalf.
Our basic package also provides a free Registered Agent service for the first year. If you're looking for help to start a corporation, our comprehensive services provide outstanding value whether you’re looking to start an S Corporation or a C Corporation.
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|State Fee||State Filing Time||Expedited Filing Time|
|$100||15 Business Days||5 Business Days|
This report is mandatory and must be filed within the specified time frame in order for the entity to remain in good standing with the state. Failure to file this report can lead to the company being revoked or administratively dissolved.
Due Date: During six-month period ending on last day of anniversary month of incorporation or qualification.
Filing Fee: $20
Important:The initial Statement of Information filing is due within 90 days of the entity formation date.
Franchise Tax Fee: $800 (minimum)
$800 payment for the LLC Franchise Tax is due by 15th day of the 4th month after your LLC is filed. The month your LLC is filed counts as Month 1, regardless if you file on the 1st of the month, the last of the month, or any day of the month, really. This means that if you were to file your LLC on March 22nd, then you must pay the $800 fee no later than June 15th (in this example, March is Month 1, April is Month 2, May is Month 3, and June is Month 4). Then, every year after your first payment $800 LLC Franchise Tax will be due by April 15th. You pay the $800 LLC Franchise Tax using Form 3522 called the LLC Tax Voucher.
(We do not assist in the filing of the Franchise Tax Report)
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