How to Incorporate in California

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6 Steps to Incorporate or Form an LLC in California

1. Make sure your company name choice is available according to California law.

Your company name must include the correct corporate or LLC identifier:

• Corporations: "Corporation", "Incorporated" or an abbreviation.
• LLC’s: "Limited Liability Company" or an abbreviation.

California Name & Business Purpose Restrictions:

• May not contain the word "bank," "trust," "trustee," and shall not contain the words "insurer" or "insurance company" or any other words suggesting that it is in the business of issuing policies of insurance and assuming insurance risks.
• Real estate firms or contractors cannot form a California LLC.
• The following businesses require the formation of a "Professional Corporation":
  • Accounting
  • Acupuncture
  • Architecture
  • Chiropractic
  • Clinical social work
  • Dentistry
  • Law
  • Marriage, family, and child counseling
  • Medicine
  • Nursing
    
  • Optometry
  • Osteopathy
  • Pharmacy
  • Physical therapy
  • Physician assistants
  • Podiatry
  • Psychology
  • Shorthand court reporters
  • Speech-language pathology and audiology

2. File the correct paperwork with the California Secretary of State’s Filing Division.

For Corporations you must file California "Articles of Incorporation", for LLC’s you must file California "Articles of Organization". Note that as many as 2/3 of all filings submitted are rejected so it is important that these documents be error free and submitted in the proper format with correct cover letter, payment and filing instructions (less than 1% of our filings are rejected).

Helpful Link: Corporation vs. S-Corporation vs. LLC vs. DBA

3. Hold the "Organizational Meeting" and adopt the company’s Bylaws (Corporations) or Operating Agreement (LLC’s).

The Organizational Meeting is how you determine the percentage of ownership for each shareholder (Corporation) or Member (LLC's) as well as resolve to do tasks like open a company bank account, pay back pre-incorporation expenses, elect S-Corporation status and more.

4. Obtain a Federal Employer Identification Number (FEIN) for your company and open a company bank account.

4a. Optional: If you want your corporation to be an S-Corporation, submit IRS form 2553 to the IRS within 75 days of your date of incorporation and adopt the appropriate corporate resolution. California also requires their own version of the S-Corporation filing.

5. Get a local business license from the city (or county) where you will be doing business.

6. Submit the Corporation or LLC's California "Statement of Information".

This is a form that is due approximately 90 days after forming the California corporation or LLC. This form is the equivalent of an "Annual Report". Clients who utilize our service will receive the form and assistance with completing/submitting the form to the California Secretary of State Filing Division.

Optional: File a California DBA (also known as a "Doing Business As", "Fictitious Business Name" or "FBN").

If you intend to "do business as" a name different from your corporation or LLC name, then you can file a California DBA in the county where your business is located. This will allow you to open a bank account and accept payment under the different name. If you simply want to do business as your corporation or LLC name, then the DBA would not be required.

Stock Information

In California, you can authorize an unlimited number of shares of No Par Value stock.

Yearly Requirements

California imposes an $800 Franchise Tax on all newly formed LLC’s and Corporations and $800/year thereafter. Click here for more info on the Franchise Tax.

Annual Report (called the "Statement of Information") due every other year.

Annual Report Fee: $25

Learn More:

• Frequently Asked Questions About Incorporating or Forming an LLC
• Corporation vs. S-Corporation vs. LLC vs. DBA
• Advantages of Incorporating
• After Forming a Corporation or LLC
• California Corporate Code