1. The California Secretary of State and Your LLC
2. Filing Amendments for the CA Secretary of State
3. Withdrawing a Foreign California LLC

Contacting the California secretary of state for your LLC is much easier and more affordable than you may think. As with most states, California outlines specific requirements for forming a limited liability company.

The California Secretary of State and Your LLC

Business owners must register their LLC with the secretary of state by filing the required forms, meeting all naming requirements, and paying the necessary fees. Unlike most states, however, the California doesn't require LLC members to publish Articles of Organization in area newspapers to meet the final LLC status.

Contact the secretary of state using the following methods:

Mailing address:

California Secretary of State Document Filing Support Unit
P.O. Box 944228
Sacramento, CA 94244-2300

Physical address:
1500 11th St., Third Floor
Sacramento, CA 95814

Phone:
916-657-5448

Filing Amendments for the CA Secretary of State

To amend your LLC's Articles of Organization in California, you must file the LLC Certificate of Amendment form. You can do so via mail or in person. If you drop the documents off in person, you should include a separate payment for the additional fee. When mailing, make your check payable to the secretary of state.

If you prefer to reinstate the initial articles of your LLC, you should submit the form titled Limited Liability Company Restated Articles of Organization and include the $30 fee to the secretary of state.

You can change your LLC's name regardless of whether the business is member- or manager-managed. While additional pages may be required, you can change other articles on the form. Amending an LLC in California costs $30. Normally, processing an LLC amendment takes at least eight weeks, but you can check current processing times on the California secretary of state's website.

For expedited processing, submit the request in person along with a $15 special handling fee. Other expedited fees are as follows:

  • $350 fee for 24-hour expedited processing
  • $750 fee for same-day expedited processing

To request same-day processing, you must submit all documents at the secretary of state's office by 9:30 a.m. You should receive a response by 4 p.m.

The California secretary of state will return your LLC amendment free of charge to the address you listed on the form, as long as you submitted exact copies with your amendment request. To receive more than two copies, include additional copies of your certificate along with $8 per additional requested copy.

Keep in mind that you cannot change your listed LLC members or managers using the amendment form. Instead, you must file a Statement of Information form.

For changes occurring between biennial statements, file a statement to amend the previous one. You won't be charged a fee to file an amended statement if it's filed outside the reporting period. California's fee for filing a biennial Statement of Information is $20. If filed to update information outside the filing period, it is free.

In California, you are not allowed to change your LLC's registered agent on the amendment form. To do so, you must complete the Statement of Information form and send it to the secretary of state via mail or drop it off in person.

Don't try to change your business's office or mailing address on the LLC amendment. Instead, use the Statement of Information form.

Withdrawing a Foreign California LLC

If you wish to withdraw or cancel a foreign LLC in California, you must file the appropriate forms with the secretary of state. Withdrawal forms are available on the secretary of state's website and can be submitted online. You may type the information directly into the forms or print them out and write the information in blue or black ink. Make checks payable to the secretary of state. If mailing the form, include a self-addressed, stamped envelope along with the business's name and phone number, as well as the sender's name, phone number, and address.

In California, there is no fee to withdraw or cancel a foreign business registered in the state. For expedited processing, submit the request in person along with a $15 special handling fee. Once again, 24-hour expedited processing costs $350 and same-day processing is $750. Normal processing times vary, but are typically around eight weeks to process the withdrawal.

It's not a good idea to avoid canceling or withdrawing your LLC or corporation and letting the Statement of Information go unfiled. Foreign corporations must submit a Statement of Information with California annually and LLCs biennially. If you fail to withdraw or cancel your foreign business with the state, you will receive a notice of pending forfeiture and will need to pay a $250 penalty.

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