Start a California LLC: Step-by-Step

Your LLC name must be distinguishable from every other business entity already on file with the California Secretary of State. "Distinguishable" is a legal test, not a gut feeling: a name that differs only by punctuation, spacing, an "s," or filler words like "the" or "and" may be rejected as too similar to an existing record.

Start with the California business search. Look up your proposed name and a few close variations. If something too similar is already registered, the state will bounce your Articles, which costs you days.

Name requirements

• The name must include "Limited Liability Company" or an abbreviation such as "LLC" or "L.L.C." You can abbreviate "Limited" to "Ltd." and "Company" to "Co."
• Under Corporations Code § 17701.08 it may not include "bank," "trust," "trustee," "incorporated," "inc.," "corporation," or "corp.," and it may not use "insurer" or "insurance company."
• It must not be likely to mislead the public.
• It must be distinguishable in the state's records from all other registered entities.

Optional: reserve the name

If you are not ready to file but want to hold a name, California lets you reserve it online with the Secretary of State for $10, and the reservation lasts 60 days. This does not create the LLC. It just parks the name while you handle other pieces.

Fictitious business names (DBAs)

If you plan to operate under a name other than your LLC's legal name, California handles that at the county level, not the state. You register a Fictitious Business Name (FBN) with the County Clerk-Recorder where your principal office sits, and you publish notice of it in a newspaper of general circulation, typically within 45 days of filing. This is entirely separate from forming the LLC.

Before you file, decide who your agent for service of process will be: California's term for a registered agent. The agent has to be named in the Articles of Organization, so this cannot wait until later.

California law requires every LLC to keep an agent for service of process for the life of the company. This is the person or business that receives lawsuits, subpoenas, and official state notices on your behalf. The Secretary of State allows only two kinds of agent, and the LLC itself can't be its own.

Who can serve

• Yourself: If you reside in California, you can be your own agent, listed with a California street address (not a P.O. box). Your name and address go into the public record.
• Another individual: Any person who resides in California, such as a co-owner, an employee, or an attorney, listed at a California street address.
• A registered 1505 corporate agent: A corporation that has filed a certificate with the Secretary of State to act as an agent statewide; the Articles list only its name. Commercial services keep their address on the public record instead of yours.

Why the choice matters

Whatever address you list becomes searchable on the state's public business database. If you use your home, anyone can find it. Owners who work irregular hours, travel, or simply want privacy usually choose a commercial agent so a professional California address appears instead, and so nothing gets missed while they are away.

The Articles of Organization is the filing that legally creates your LLC in California. The state fee is $70. The Secretary of State steers filers to the bizfile Online portal, whose online form is drafted to meet the minimum statutory requirements, and online submissions are given priority. The paper Form LLC-1 is still available for mail or drop-off in Sacramento.

Standard online processing usually takes a few business days; on September 30, 2026, the state's processing-dates page showed online LLC formations from September 28 being worked, against September 21 for mail. If you are on a deadline, expedite costs $350 for 24-hour service or $750 for same day. Once processed, your LLC shows up in the public business search and your stamped Articles are available.

What Form LLC-1 asks for

• LLC name with the required designator (LLC, L.L.C., etc.)
• Business addresses: the principal office street address (no P.O. box) and a mailing address
• Purpose: a fixed statutory purpose statement printed on the form, which you may not alter
• Agent for service of process: for an individual, the name and California street address; for a registered corporate agent, the name only
• Management structure: one manager, more than one manager, or all member(s)
• Signature of the organizer

What you do not have to disclose

You do not list members' names, ownership percentages, or any financial information on the Articles. That internal detail lives in your operating agreement, which stays private and is never filed with the state.

This step catches new California owners more than any other, because it is not part of forming the LLC. It comes right after, and it has a hard clock. Within 90 days of the Secretary of State accepting your Articles, you must file an initial Statement of Information (Form LLC-12, $20) through bizfile Online, where web User Access has been required for these filings since August 1, 2026.

The Statement of Information confirms your LLC's addresses, your agent for service of process, the type of business, and your managers or members of record. It is informational, not financial. You are not reporting income.

After the initial filing, California LLCs file the Statement of Information every two years, in even or odd years based on the year of registration. The filing window is the calendar month your Articles were filed plus the five months before it, and the state sends a notice about three months before the window closes. If a statement is still missing 60 days after the Secretary of State's delinquency notice, a $250 penalty applies, and continued failure can lead to suspension or forfeiture. Put both the 90-day date and your biennial cycle on the calendar the moment your Articles are accepted.

An operating agreement is your LLC's internal rulebook. California does not require you to file it with the state, and it never goes into a public database, but under RULLCA it carries real legal weight, and you should have one in place before you take on partners, open accounts, or start doing business.

What a complete operating agreement covers

• Ownership: member names, ownership percentages, and how interests are expressed
• Capital contributions: what each member put in at formation and any future contribution obligations
• Profit and loss allocation: how profits and losses are split, often, but not always, matching ownership
• Distributions: when and how cash gets paid out, and in what order
• Management: whether members run the company or designated managers do, and which decisions need a full member vote
• Voting: whether votes are weighted by ownership or counted per member
• Transfers: what happens when a member wants to sell or exit: rights of first refusal, approval rules
• Dissolution: the events that wind the company up and how remaining assets are distributed

For a single-member LLC, the agreement reinforces that the company is genuinely separate from you: courts weigh that when evaluating the liability shield, and banks often ask for it. For a multi-member LLC it is essential: without one, RULLCA's default rules fill every gap, and those defaults rarely match what the owners actually intended.

The IRS hands out a free, nine-digit federal tax ID called an Employer Identification Number. Think of it as a Social Security number for the business. You use it on tax filings, to open bank accounts, and to hire.

When you need one

• Your LLC has more than one member (multi-member LLCs file a partnership return and must have an EIN)
• You plan to hire employees
• You want to open a business bank account (most banks require it)
• You have elected S-corporation or C-corporation treatment

A single-member LLC with no employees can technically use the owner's SSN federally, but most advisors get an EIN anyway. It keeps your Social Security number off business paperwork and smooths bank onboarding.

How to apply

The quickest path is the IRS EIN Assistant on IRS.gov. It takes about ten minutes and the number is issued immediately, so you can use it the same day. The online tool needs a US SSN or ITIN. Applicants without one apply by fax or mail on Form SS-4. The IRS charges nothing either way, and when Mainstay Filing forms your LLC, we apply for the EIN for you.

Keeping business and personal money separate is not optional if you want the liability shield to hold. Run personal spending through the business account or deposit business income into your personal account and a court can disregard the LLC and reach you directly.

What banks usually want

• Your filed Articles of Organization
• Your IRS EIN confirmation
• Your operating agreement (many banks require it)
• Government-issued ID for each authorized signer

California tax you can't skip

Every California LLC owes the Franchise Tax Board's $800 annual tax, due whether or not the business made money. The first payment is due by the 15th day of the 4th month after your Articles are filed. An LLC formed in 2026 pays the full $800 for its first year; under SB 180, an LLC whose first taxable year begins in 2027 through 2029 pays $400 for that first year, then $800. Once total California income reaches $250,000, an additional LLC fee applies, starting at $900. These go to the Franchise Tax Board, not the Secretary of State. If you sell taxable goods, register for a seller's permit with the California Department of Tax and Fee Administration. Set the franchise tax money aside early. It is the number one thing new California owners forget.