Filing fees for a California corporation start at $100 for the Articles of Incorporation paid to the Secretary of State, then settle into a recurring cost of $25 a year for the Statement of Information and an $800 minimum franchise tax that kicks in during the second taxable year. Optional costs — amendments, certified copies, expedited processing — sit on top of that baseline.
The $100 Articles of Incorporation Filing
Every California stock corporation starts with Form ARTS-GS, the Articles of Incorporation for a general stock corporation. The filing fee is $100, set by California Government Code section 12186.1California Secretary of State. Articles of Incorporation of a General Stock Corporation
The form asks for four things: a corporate name distinguishable from existing entities on file, a statement of purpose (standard language the form tells you not to alter), a registered agent to receive legal notices, and the number of authorized shares, which cannot be blank or zero.
Two things to know before you pay. First, the $100 is non-refundable, so if your chosen name conflicts with an existing entity, the filing is rejected and you refile with a new name and a new $100. Search the Secretary of State’s business database first. Second, if you want to lock in a name before filing, a name reservation costs $10 and holds it for 60 days.2California Secretary of State. Business Entities Fee Schedule
The $25 Annual Statement of Information
After incorporating, you have 90 days to file your first Statement of Information, and then one is due every year after that. The fee is $25, broken into a $20 filing fee and a $5 disclosure fee.2California Secretary of State. Business Entities Fee Schedule Each annual filing is due within a six-month window tied to the corporation’s original registration date.3California Secretary of State. Statements of Information Filing Tips
Stock corporations file every year. LLCs file every two years, and that’s where most of the confusion comes from — don’t assume your corporation is on the same schedule as a friend’s LLC.
Miss the deadline and the Franchise Tax Board adds a $250 penalty.4Franchise Tax Board. Common Penalties and Fees Keep ignoring it and the FTB can suspend or forfeit the corporation, which costs you the ability to conduct business, defend lawsuits, or use bank accounts in the corporation’s name.
The $800 Minimum Franchise Tax
This is the number that surprises new owners. Every corporation incorporated or doing business in California owes at least $800 a year in franchise tax, whether the company earns a dollar or not.5California Legislative Information. California Revenue and Taxation Code 23153 $800 is a floor. Corporations with higher net income pay more based on the tax brackets.
There is one meaningful break. Corporations formed on or after January 1, 2020 are exempt from the $800 minimum in their first taxable year. You still owe tax on net income earned that first year, but the floor doesn’t apply until year two.6Franchise Tax Board. Corporations
For calendar-year C corporations the franchise tax is due April 15. S corporations face a March 15 deadline.7Franchise Tax Board. FTB Publication 1060 This tax goes to the Franchise Tax Board, not the Secretary of State, and it’s separate from federal income tax. A corporation that owes nothing to the IRS can still owe California the full $800. The bill keeps arriving every year the entity exists, dormant or not, until you formally dissolve.
Amendments, Certificates, and Other Fees
A handful of other charges show up during a corporation’s life, all payable to the Secretary of State:
- Certificate of amendment: $30, required when you change the corporate name, share structure, or other details in the articles.
- Certificate of Status: $5, used to prove the corporation is active and in good standing. Banks, lenders, and partners commonly ask for one.8California Secretary of State. Forms and Fees
- Certified copy of a filed document: $5 per document.2California Secretary of State. Business Entities Fee Schedule
- Certificate of dissolution: no fee. California does not charge to dissolve a stock corporation.9California Secretary of State. Certificate of Election and Certificate of Dissolution Form ELEC STK
Certificates of Status and certified copies come up most often during loan applications, contract negotiations, and out-of-state registrations. If you need one on a deadline, plan for either standard processing time or an expedited fee.
Expedited Processing: $350, $500, or $750
Standard processing times run anywhere from a few business days to several weeks depending on the Secretary of State’s backlog. Three expedited tiers are available, each charged on top of the regular filing fee and non-refundable:10California Secretary of State. Service Options – Business Entities
- 24-hour service (Class C): $350. Available online or by Sacramento drop-off. Response guaranteed within 24 hours, excluding weekends and holidays.
- 4-hour service (Class A): $500. Sacramento drop-off only. The document has to be precleared and approved before submission.
- Same-day service (Class B): $750. Online or drop-off. The document must arrive by 9:30 a.m. for a response by 4:00 p.m. the same day.
The pricing is counterintuitive. Four-hour service costs less than same-day because the preclearance step shifts work to you. If you need speed and haven’t precleared, $750 same-day is the only realistic option. For a routine formation where you simply want to skip a multi-week wait, $350 handles most situations.
What It Costs to Shut Down
Filing the dissolution certificate itself is free, but walking away without filing it is expensive. A corporation that stops operating without formally dissolving keeps accruing the $800 franchise tax every year, and officers can face personal liability in some circumstances.6Franchise Tax Board. Corporations The Franchise Tax Board won’t clear the corporation’s record until all outstanding returns are filed and any balances paid. If you’re done with the entity, dissolve it on paper — the $0 filing is the cheapest line item in this entire article, and skipping it is the most expensive mistake.