CA · LLC formation
Form LLC in California
California LLC formation opens the largest state economy in the US — but plan for the $800 minimum annual franchise tax from the Franchise Tax Board. ClearFormation files with the California Secretary of State and includes agent for service of process in every plan.
Business Formation + Registered Agent
+ $70 CA state filing fee
- California formation ($149 one-time)
- CA Registered Agent — 1 year included ($149/yr after)
California formation at a glance
Key fees, timing, and compliance rules for forming a limited liability company in California with the California Secretary of State.
| State filing fee | $70 |
|---|---|
| Processing time | 5-10 business days |
| Filing agency | California Secretary of State |
| Registered agent | Required — physical CA street address |
| Annual report | Statement of Information — $20, due Every 2 years (by anniversary) |
| Franchise / business tax | $800 minimum annual franchise tax |
| Registered agent (ClearFormation) | Included with formation |
| Operating agreement | Included with ClearFormation |
Statement of Information ($20) due within 90 days.
How to form an LLC in California
There are seven steps. File Articles of Organization with the California Secretary of State, pay the $70 state fee, and appoint a statutory agent with a physical CA address. Most filings finish in 5-10 business days.
- 1
Step 1: Choose a compliant name
- Your name must include "LLC" or "Limited Liability Company".
- It must be unique on California Secretary of State records.
- Search before you file.
- Words like "bank" may need approval.
- ClearFormation runs a name check before we submit your Articles.
- 2
Step 2: Appoint a statutory agent
- California requires an in-state contact with a physical CA street address.
- They must accept lawsuits and state mail during business hours.
- Most founders use a commercial agent for privacy.
- ClearFormation includes agent service in all 50 states.
- 3
Step 3: File Articles of Organization
- File with the California Secretary of State and pay $70.
- Processing is usually 5-10 business days.
- You will list your name, agent, principal address, and management type.
- ClearFormation prepares and files online for you.
- 4
Step 4: Create an operating agreement
- California legally requires an operating agreement.
- It sets ownership, voting, and profit splits.
- Banks often ask for it.
- Included with ClearFormation.
- 5
Step 5: Apply for an EIN
- You need an EIN to open a US bank account, hire staff, and file federal taxes.
- The IRS issues EINs for free.
- ClearFormation can file Form SS-4 for you — including for non-US founders without an SSN.
- 6
Step 6: Get the licenses and permits your business needs
- State approval does not replace city, county, or professional licenses.
- Check local California rules for your industry.
- Contractors, restaurants, and healthcare often need extra permits.
- 7
Step 7: File annual reports and stay compliant
- California requires the Statement of Information ($20), due Every 2 years (by anniversary).
- $800 Minimum annual franchise tax.
- ClearFormation tracks deadlines and pre-fills your report.
Form your CA LLC now
We prepare the filing, include a CA registered agent, and walk you through the rest.
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Documents to gather before you start
- Proposed company name (with LLC designator) — search California Secretary of State records first
- Registered agent name and CA street address
- Principal business address (can be outside California in many cases)
- Member or manager names for your operating agreement
- Payment method for the $70 state fee
You do not need a US Social Security Number to form in California. You will need an EIN before most US banks open an account.
Typical timeline after you file
- Day 0 — Submit filing. Pay $70 to the California Secretary of State. Online filings in California usually process in 5-10 business days.
- Week 1 — Get stamped articles. Save the approved formation document. You need it for banking.
- Week 1–2 — EIN and bank account. Apply for a federal tax ID, then open a business checking account. See our EIN guide.
- Week 2–4 — Operating agreement and licenses. Sign your internal rules. Check city and county license rules for your industry.
- Ongoing — Compliance calendar. File the Statement of Information ($20), due Every 2 years (by anniversary).
Fees and ongoing requirements in California
Forming in California has three cost layers: the one-time state filing fee, ongoing state compliance (the statement of information and any franchise tax), and federal-level requirements like an EIN.
One-time formation cost
The state filing fee is $70, paid to the California Secretary of State when you submit your Articles of Organization. Statement of Information ($20) due within 90 days. You'll also want an operating agreement to define ownership and management — included with every ClearFormation plan.
Ongoing compliance costs in California
The Statement of Information is $20, due Every 2 years (by anniversary). $800 minimum annual franchise tax. LLCs are pass-through by default, so profits flow to your personal federal return unless you elect S-Corp or C-Corp taxation.
What's included with ClearFormation
California registered agent service is bundled into every formation plan — no separate annual RA fee. EIN filing is available as an optional add-on (we can file it for non-US founders without an SSN). An operating agreement template is included so you have the governance paperwork banks and partners expect from day one.
Fees reviewed against California Secretary of State (last reviewed June 2026).
Ready to file in California?
State fee is $70. Our formation plan includes your first year of CA registered agent service.
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Next steps after formation in California
Getting the stamped Articles of Organization back from the California Secretary of State is the legal birth of the company — but it's only step one. The next 30 days are where most founders cut corners and create problems that surface at tax time or when a bank asks for paperwork. Here's the order we recommend for your new CA company.
1. Adopt an operating agreement
The operating agreement is your internal rulebook: ownership, voting, profit splits, and buyout rules.
- California legally requires one.
- Banks routinely ask for it when you open a business account.
- ClearFormation includes a template with every formation.
2. Get your EIN and open a business bank account
Apply for a federal tax ID, then open a dedicated checking account. Commingling personal and business funds weakens your liability shield.
- Bring stamped articles, EIN letter, operating agreement, and ID.
- EIN filing is available as an optional add-on through ClearFormation.
3. Lock in tax and compliance calendars
- Federal: Schedule C (single-member) or Form 1065 + K-1s (multi-member).
- State: Statement of Information ($20), due Every 2 years (by anniversary).
- $800 minimum annual franchise tax
- S-corp election: IRS Form 2553 within 75 days of formation if desired.
4. BOI report — only if foreign-formed
Domestic US entities are exempt from FinCEN BOI reporting after March 2025. A California-formed company does not file. Foreign entities registering in the US still must file within 30 days.
Annual cadence: Statement of Information renewal, federal tax return, and an updated member ledger if ownership has changed. Keep business and personal finances separate — that's what preserves the liability shield.
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Name check, state filing, registered agent, and operating agreement in one checkout.
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What is a limited liability company in California?
A California limited liability company is a state-filed entity that separates personal assets from business debts and defaults to pass-through federal tax. For the full definition, pros and cons, and entity types, see what is an LLC.
Largest US economy, dense talent pool, and access to venture capital. Form in California when you operate here, hold California property, or want CA fees and rules. Non-US founders can own 100% with no residency requirement.
Benefits of forming in California
- Limited liability — members are generally not personally liable for company debts and lawsuits.
- Pass-through tax — profits flow to members' returns unless you elect C-Corp or S-Corp treatment.
- Flexible ownership — single-member or multi-member; no member cap like S-Corps.
- US banking — formation plus EIN unlocks Mercury, Relay, Stripe, and other business accounts.
Pros and cons in California
Drawbacks to weigh before you file:
- Self-employment tax on active LLC profits (unless you elect S-Corp payroll later).
- California franchise or business tax: $800 minimum annual franchise tax.
- Not ideal for US venture capital — investors typically expect a Delaware C-Corp.
Entity types in California
Most CA filers choose a single-member or multi-member LLC and record member- vs manager-managed structure in the operating agreement. Licensed professions may need a PLLC — confirm with the California Secretary of State.
Is this structure right for you?
Compare alternatives before filing:
- LLC vs sole proprietorship — liability shield vs simplicity.
- C-Corp in California — better for VC and stock options.
- S-Corp vs LLC — payroll tax savings with added compliance.
- Best state to form an LLC — if you're not sure California is the right state.
Before you file in California
Before you file with the California Secretary of State, confirm:
- A distinguishable name with the required LLC designator
- An in-state statutory agent with a physical CA street address
- The $70 state filing fee
- Member-managed vs manager-managed structure (record in your operating agreement)
Non-US founders do not need a US address or SSN. Only the agent must be in-state.
Out-of-state companies doing business in California
If your company was formed elsewhere but you operate in California, you typically need to foreign-qualify with the California Secretary of State. That means filing a Certificate of Authority (or equivalent), appointing an in-state statutory agent, and paying a state fee. Domestic formation in CA is different — you file Articles of Organization as a new entity.
California Secretary of State Contact Information
File your Articles of Organization with the California Secretary of State. Search their business entity database to confirm name availability before you submit. After approval, keep stamped formation documents with your operating agreement and EIN letter — you need them for banking and compliance.
Taxes for your company in California
California obligations: $800 minimum annual franchise tax; Statement of Information ($20) due Every 2 years (by anniversary). Federal pass-through rules, self-employment tax, and S-Corp elections are covered in our LLC tax guide. Operating in other states? See foreign qualification in California.
California Business Resources
Official CA filings go through the California Secretary of State. Use these starting points when you verify fees, search entity names, or check good standing before banking or contracting.
- California Secretary of State — file Articles of Organization, amendments, and statement of information filings.
- Entity name search — confirm your business name is available before filing ($70 state fee is non-refundable on rejected names).
- Statutory agent in California — required on every formation and foreign qualification filing.
- Form a C-Corp in California — if you are raising venture capital instead of using this structure.
Common formation mistakes in California
- Skipping the operating agreement. California requires one by law. Included with ClearFormation.
- Mixing personal and business funds. Weakens your liability shield.
- Missing the statement of information. Can cost you good standing or trigger administrative dissolution.
- Acting as your own registered agent while traveling. Use a commercial CA registered agent.
Who usually forms in California?
Most CA filings come from founders who live or work in the state. Common examples:
- Freelancers and consultants who want a liability shield
- Local shops, agencies, and professional services firms
- Real-estate investors holding property in California
- E-commerce brands with customers or inventory in the US
- Non-US founders who need a US entity and bank account
Pick California when you have real ties here. If you only operate elsewhere, your home state (or the state where you work) is usually cheaper than forming in CA and then foreign-qualifying.
State approval vs. local licenses
Approval from the California Secretary of State creates your entity. It does not replace city, county, or professional licenses.
Restaurants, contractors, childcare, finance, and healthcare often need separate permits. Many cities require a general business license even for home-based companies. Budget time and fees for local rules after your CA filing is approved.
LLC vs C-Corp in California: which should you form?
Most California founders ask this exact question. Both entities give you the same personal-liability shield. The real differences are taxes, ownership, and the kind of capital you can raise.
Form an LLC in California if
- • You're owner-operated or have a small group of founders and want pass-through tax (no corporate-level tax).
- • You don't plan to raise from US institutional venture capital.
- • You want minimal ongoing paperwork — no required board meetings, no shareholder formalities.
- • You're a consulting business, ecommerce store, agency, real-estate holding company, or freelancer.
Form a C-Corp in California if
- • You plan to raise from venture capital, angels via SAFEs, or eventually go public.
- • You want to issue stock options to employees (an ISO plan requires a C-Corp).
- • You need multiple share classes (preferred for investors, common for founders).
- • You're targeting a strategic acquisition where the acquirer expects a clean cap table.
Raising venture capital? Most US VC-backed startups incorporate as a Delaware C-Corp — see our LLC vs C-Corp guide. An LLC in California is usually the right fit for operating businesses that won't take priced VC rounds.
California formation FAQs
Also for California founders: Form a C-Corp in California · California registered agent
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