How to Register an LLC in California

by Calandra Cooper
California LLC's must be registered before opening for business.

California LLC's must be registered before opening for business.

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Similar to a corporation, a limited liability company, or LLC, is a form of business that exists as a separate entity from its owners, who are known as members. Members of a LLC enjoy the same limited liability as do investors and operators of a corporation. In general, members can’t be held personally liable for the debts and liabilities of the LLC. In California, until the business is properly registered, it doesn't have authority to conduct business under the structure.

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Step 1

Complete Form LLC-1, Limited Liability Company Articles of Organization, if the business is a domestic LLC or Form LLC-5, Application to Register, if the business is a foreign LLC applying to do business in the state of California. The articles of organization are required by the secretary of state to recognize an LLC business structure in the state in which the company is formed. The forms are self-explanatory and provide directions on completing and naming the company. Download these forms on California’s Secretary of State's website (see Resources). The filing fee for either form is $70.00.

Step 2

Complete Form LLC-12, Statement of Information within 90 days of filing the articles of organization or application of registration. The filing fee is $20.00. The form is filed biennially and is used by the secretary of state’s office to ensure information on file remains accurate and current.

Step 3

File the paperwork at California’s Secretary of State Office in person at 1500 11th St, 3rd floor, Sacramento, CA 95814. Your can also mail the paperwork to Document Filing Support Unit, PO Box 944228, Sacramento, CA 94244-2280.

Step 4

Pay the required fee of $800 to the Franchise Tax Board if the LLC isn’t registered as a corporation. Complete Internal Revenue Service Form 8832 (see Resources) to classify the LLC as a corporation. Otherwise, for income tax purposes, a LLC with a single member is treated as a sole proprietorship and a LLC with two or more members is classified as a partnership. The fee is payable during the year the LLC is formed and yearly thereafter unless the LLC is exempt from paying the fee, or the LLC did no business in California and the taxable year was less than 15 days. Visit California’s franchise tax board online for information and instructions on applying for exemption, if applicable.