California LLC Filing Requirements: Fees, Franchise Tax & BOI

To form a California LLC, you file Articles of Organization (Form LLC-1) with the Secretary of State and pay a $70 filing fee. The California LLC filing requirements don’t stop there: within 90 days you owe a Statement of Information, every year you owe an $800 franchise tax, and once your California income reaches $250,000 you owe an additional fee on top of that. The rules sit under the California Revised Uniform Limited Liability Company Act, and missing any of them can lead to penalties or suspension of your right to do business.

Articles of Organization

Form LLC-1 is the one-page filing that creates your LLC. It asks for a handful of specific items, and the Secretary of State will reject the form if any of them are wrong or missing.

LLC name. The name must include “Limited Liability Company” or an accepted abbreviation such as “LLC,” “L.L.C.,” or “Ltd. Liability Co.” It cannot include words like “bank,” “trust,” “incorporated,” “corp.,” or “insurance company.” Check availability through the Secretary of State’s online business search before filing.¹
Principal office address. A physical street address, plus a separate mailing address if different.²
Management structure. You pick member-managed (all owners share in daily decisions) or manager-managed (specific people or entities run operations). This choice decides who has authority to bind the LLC in contracts and legal matters.
Agent for service of process. Name and California street address of the person or company who will receive lawsuits and legal notices.

At least one organizer must sign the form.²

Registered Agent

California requires every LLC to maintain an agent for service of process in the state at all times.³ If someone sues your LLC and the agent information is outdated, you may never learn about it until a default judgment lands.

You have two choices. An individual California resident can serve, which costs nothing but requires that person to be reliably available at the listed address during business hours. Or you can hire a commercial registered agent that has filed a certificate with the Secretary of State under Corporations Code Section 1505.³ Professional services typically run $49 to $149 per year and keep your home address off public filings.

If your agent or their address changes, file an updated Statement of Information with the Secretary of State right away. Letting that information go stale defeats the purpose of having an agent at all.

Operating Agreement

California requires every LLC, including single-member LLCs, to have an operating agreement among its members.⁴ This internal document covers contributions, profit splits, what happens when a member leaves, and how major decisions get made.

You don’t file it with the state. You keep it with the LLC’s records.⁴ Anything your agreement doesn’t address gets filled in by the default rules of the California Revised Uniform Limited Liability Company Act, and those defaults may not match what you had in mind.⁵ Draft it before you start operating.

How to File and What It Costs

Most filers use the Secretary of State’s bizfile Online portal: create an account, select the LLC formation filing, complete the form, and pay by credit card. The filing fee is $70.⁶ Mail filings go to the Sacramento office with a check or money order payable to the Secretary of State.

Standard processing moves within a few business days online or by mail, though it fluctuates with volume.⁷ Two expedited tiers exist for people who need faster turnaround:

24-hour service. $350 on top of the $70 filing fee, with a guaranteed response within one business day.⁸
Same-day service. $750 on top of the $70 filing fee. Documents must reach the Secretary of State by 9:30 a.m. for a guaranteed response by 4:00 p.m. that day.⁸

Check the posted processing dates before paying either premium. When standard filings are moving quickly, expedited service buys very little.

Statement of Information Within 90 Days

Within 90 days of forming your LLC, you must file a Statement of Information (Form LLC-12) with the Secretary of State and pay $20.⁹⁶ The form asks for:

Full names and addresses of all managers (or all members, if member-managed)
Principal office address and mailing address
Agent for service of process information
A general description of the LLC’s business activity
An email address for state notifications

Miss the 90-day deadline and the Franchise Tax Board can assess a $250 penalty and move to suspend or forfeit your LLC’s right to do business in California.¹⁰ A suspended LLC cannot enforce contracts, file lawsuits, or defend itself in court. This deadline arrives while owners are still focused on getting the business running, which is exactly why it’s one of the easiest to miss.

After the first filing, you refile every two years during a six-month window tied to your LLC’s formation month. An LLC formed in March, for example, has a filing window of October 1 through March 31 of every other year. The fee stays $20, and a “no change” version is available if nothing has moved. If something does change between windows — a new manager, a new address — file an updated statement immediately instead of waiting.¹⁰

Federal EIN

Once the LLC is active with the Secretary of State, apply for a federal Employer Identification Number from the IRS. You need the EIN to open a bank account, hire employees, and file tax returns. It’s free through the IRS online application, and the number appears immediately on approval.¹¹

The IRS requires state formation first, so don’t jump the order. The applicant must have a Social Security number or ITIN and must be the responsible party who controls the entity (or that person’s authorized representative). The online tool doesn’t let you save and return, and only one application per responsible party per day is allowed, so gather your LLC information before you start.¹¹

The $800 Annual Franchise Tax

California charges every LLC an $800 minimum franchise tax, due by the 15th day of the fourth month after the start of your tax year.¹² For calendar-year LLCs, that’s April 15. You pay with LLC Tax Voucher 3522. The first-year exemption that applied to LLCs formed in 2021 through 2023 has expired, so an LLC formed in 2026 owes the $800 in its first year.¹³

The tax applies whether or not the LLC earns any income. You owe it every year the LLC exists, even if the business is dormant. The only way to stop it is to formally dissolve or cancel the LLC with both the Secretary of State and the Franchise Tax Board.

Income-Based LLC Fee

On top of the $800 tax, California charges an additional fee once your total California income reaches $250,000. The tiers:¹³

$250,000 to $499,999: $900
$500,000 to $999,999: $2,500
$1,000,000 to $4,999,999: $6,000
$5,000,000 or more: $11,790

The fee runs on total income, not profit, so high-revenue, low-margin businesses carry it hardest. You estimate and prepay by the 15th day of the sixth month of your current tax year using Form FTB 3536.¹³ Underpaying or missing the date brings penalties and interest.

Federal Beneficial Ownership Reporting

One federal filing that used to apply no longer does for California LLCs. The Corporate Transparency Act originally required most LLCs to file a Beneficial Ownership Information report with the Financial Crimes Enforcement Network. As of March 2025, FinCEN revised the rule so that only entities formed under foreign law and registered to do business in a U.S. state must file. LLCs created in California are not required to submit a BOI report.¹⁴ Congress or FinCEN could change this again, so verify the current rule on the FinCEN site if you’re reading this well after 2026.

1
California Legislative Information. California Code Section 17701-08 – General Provisions
2
California Legislative Information. California Code CORP 17702.01
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California Legislative Information. California Code Section 17701.13 – General Provisions
4
California Secretary of State. Starting a Business – Entity Types
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California Legislative Information. California Code Section 17701.10 – General Provisions
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California Secretary of State. Business Entities Fee Schedule
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California Secretary of State. Current Processing Dates
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California Secretary of State. Service Options
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California Legislative Information. California Code Section 17702.09 – Statement of Information
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California Secretary of State. Statements of Information Filing Tips
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Internal Revenue Service. Get an Employer Identification Number
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State of California Franchise Tax Board. Due Dates: Businesses
13
State of California Franchise Tax Board. Limited Liability Company
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Financial Crimes Enforcement Network. Beneficial Ownership Information Reporting