How to Fill Out and File California Form CONV-1A: Certificate of Conversion

California Form CONV-1A is the Certificate of Conversion you file with the Secretary of State to turn a non-registering general partnership or a foreign entity into a California LLC (or other California entity). The base filing fee is $30, the form doubles as the organizing document for the new LLC, and you can submit it online through bizfile, by mail, or in person in Sacramento.¹

Is CONV-1A the Right Form for You?

The Secretary of State uses two different conversion forms, and picking the wrong one wastes a filing cycle. CONV-1A is designated for two categories only:

Non-registering California general partnerships, meaning general partnerships that have never filed a Statement of Partnership Authority with the Secretary of State and therefore have no entity file number.
Foreign entities organized outside California, including foreign corporations, LLCs, and limited partnerships, that want to convert into a California entity.¹

If you are a California corporation, a California limited partnership, or a registered California general partnership converting to a California LLC, you file Form LLC-1A instead. That form carries a $150 fee for a converting California corporation and $70 for other registered entities.¹ Everything that follows assumes you are in one of the two CONV-1A categories.

Approve a Plan of Conversion First

Before you touch the form, the owners of the converting entity must approve a written plan of conversion. The plan spells out the terms of the conversion, the name and form of the new entity, how ownership interests in the old entity translate into membership interests in the new LLC, and the governing provisions (such as an operating agreement) that will bind the new LLC’s members.²

For a general partnership, the partners approve the plan at the vote threshold set out in Corporations Code Section 16903. CONV-1A itself includes a certification that the plan’s principal terms were approved by the required vote.³ You will be signing under penalty of perjury that the vote happened, so document it in writing and keep it in the entity’s records.

Filling Out the Form

CONV-1A is a fillable PDF on the Secretary of State’s website. If you print and complete a paper version, type or write in black or blue ink.⁴ The form collects two sets of information: the converted entity (your new California LLC) and the converting entity (the business you’re converting from).

Converted Entity (Items 1–7)

Item 1 is the new LLC’s name, which must comply with California LLC naming rules and include “Limited Liability Company” or an abbreviation such as “LLC.” Items 2 through 6 ask for the designated office and principal office addresses. Which address fields apply depends on the type of entity converting; a registered general partnership entering an LLC provides the street address of the California office in Item 6, while a limited partnership gives the mailing address of the chief executive office in Item 4.⁴ Street address fields take an actual street address, not a P.O. Box, and city names should be spelled out.

Item 7 names the agent for service of process. If you list an individual, provide the street address in Item 7b and mailing address in Item 7c. If you designate a California registered corporate agent that has filed under Corporations Code Section 1505, enter only the corporate agent’s name and leave the address fields blank; the Secretary of State already has that address on file.⁵ Commercial registered agent services typically run $49 to $300 per year if you don’t want to list an individual.

Converting Entity (Items 8–11)

Item 8 is the exact legal name of the business you’re converting. Item 9 is its entity type (general partnership, foreign corporation, foreign LLC, and so on). Item 10 is the jurisdiction where that entity was originally formed. Item 11 is the California Secretary of State entity number, if there is one. Non-registering general partnerships generally will not have a file number and can leave Item 11 blank.⁵

Management Structure (Item 13)

Item 13 asks how the new LLC will be managed. Pick one of three options: one manager, more than one manager, or all LLC members. Match the selection to what your plan of conversion and operating agreement actually provide, because this choice becomes part of the public record and controls who has authority to act for the LLC.⁵

Who Signs

Signature requirements depend on the type of converting entity. Missing or unauthorized signatures are among the fastest ways to get a filing bounced back.

General partnership: at least two partners must sign, under Corporations Code Section 16105(c).⁶
Corporation: signature and acknowledgment by the chairman of the board, the president, or any vice president, plus a second signature from the secretary, chief financial officer, treasurer, or an assistant secretary or assistant treasurer.⁶
Limited partnership: all general partners must sign and acknowledge the document.⁶

The form includes a penalty-of-perjury certification that everything in it is true and correct.⁵

Fees and Expedited Processing

The base filing fee is $30 for most CONV-1A filers. The fee rises to $150 if a California corporation is the converting entity, though California corporations are generally routed to Form LLC-1A for conversions to an LLC, so most CONV-1A filers will pay $30.⁵

If you need the filing processed faster than the standard queue, the Secretary of State offers three expedited tiers on top of the base fee:

24-hour service (Class C): $350. Available online or by drop-off in Sacramento.
Same-day service (Class B): $750. Document must arrive by 9:30 a.m., with confirmation back by 4:00 p.m. that day.
4-hour service (Class A): $500. Drop-off only in Sacramento, and the document must be precleared and approved first.⁷

Preclearance carries its own fee, ranging from $250 for 10-day turnaround to $500 for 24-hour turnaround, and is not required for the 24-hour or same-day filing tiers.⁸

How to Submit

Three options, all routed through the Sacramento office:

Online through the bizfile Online portal at bizfileonline.sos.ca.gov. First-time users create a secure account.⁹
By mail, with a check payable to the Secretary of State. Mail is the slowest option.
In person at the Secretary of State’s Sacramento office. In-person drop-off is the only route for the 4-hour expedited tier.¹

All CONV-1A filings are handled through Sacramento regardless of how you send them in.⁴ Standard processing times move with the Secretary of State’s current queue, which you can check on the office’s processing dates page.¹⁰ Volume tends to spike at calendar and fiscal year-end, so expect the queue to be longer then.

Once the filing is accepted, the state’s business registry marks the old entity as converted and lists the new LLC. You can order a certified copy of the filed document through bizfile Online for banks, licensing boards, or contract counterparties.¹¹

What You Still Owe After the Filing Is Accepted

CONV-1A handles the state-level conversion, but your new LLC has several follow-up obligations.

Statement of Information

New California LLCs must file a Statement of Information (Form LLC-12) within 90 days of formation. Because CONV-1A is the organizing document for the new LLC, the 90-day clock starts the day the Secretary of State accepts it. After that initial filing, the Statement of Information is due every two years.

$800 Annual Franchise Tax

Every California LLC owes an $800 annual franchise tax. The first-year exemption that applied to new LLCs from 2021 through 2023 has expired, so LLCs formed through conversion in 2026 owe the $800 in their first taxable year.¹² Payment is due by the 15th day of the fourth month after the LLC’s taxable year begins, which is April 15 for a calendar-year entity. Use FTB Form 3522 (LLC Tax Voucher).¹³

EIN

Whether you need a new federal EIN depends on how the conversion changes your federal tax classification. A partnership converting to an LLC that the IRS still treats as a partnership (the default for a multi-member LLC) keeps the existing EIN.¹⁴ If the conversion produces a genuinely new structure for federal tax purposes, such as terminating a partnership and ending up with a single-member LLC taxed as a disregarded entity, the IRS may require a new number. IRS Publication 5845 walks through common scenarios.¹⁵

Tax Classification Election

A multi-member LLC defaults to partnership taxation; a single-member LLC defaults to disregarded entity status. To be taxed as a corporation instead, file IRS Form 8832 within 75 days of the conversion’s effective date. The election then locks in for 60 months. For S corporation treatment, use Form 2553. A federal election does not automatically change your California tax classification, and the Franchise Tax Board may require a separate state-level step.

EDD Notification

If the converting business had employees, report the entity change to the California Employment Development Department through its e-Services for Business portal. Log in, select “Update Account Information,” choose “Business Entity Change,” and enter the new LLC’s details including its Secretary of State entity number.¹⁶ If the conversion produced a new federal EIN, report it separately through the same portal’s “FEIN Change” option.

Licenses and Permits

State licensing boards generally do not transfer licenses between entity types. The Contractors State License Board, for example, requires a new license application, new bonds, and new proof of workers’ compensation insurance when the business entity changes, even if the same qualifying individual remains.¹⁷ Check with every agency that issued a permit to the old entity. Local business licenses, health permits, and professional licenses each have their own update or reapplication path.

1
California Secretary of State. Conversion Information
2
California Legislative Information. California Code, Corporations Code – CORP 1152
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California Legislative Information. California Code, Corporations Code – CORP 16906
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Justia. Instructions for Completing the Certificate of Conversion (Form CONV-1A)
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Secretary of State. California Secretary of State Certificate of Conversion CONV-1A
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California Secretary of State. Conversion Information
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California Secretary of State. Service Options
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California Secretary of State. Preclearance and Expedited Filing Services
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California Secretary of State. bizfile Online
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California Secretary of State. Current Processing Dates
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California Secretary of State. bizfile
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Franchise Tax Board. Limited Liability Company
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Franchise Tax Board. 2026 Instructions for Form FTB 3522 LLC Tax Voucher
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Internal Revenue Service. When to Get a New EIN
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Internal Revenue Service. Do You Need a New Employer Identification Number?
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Employment Development Department. Changes to Your Business
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Contractors State License Board. Change in Business Entity