California C Corp Formation

California C Corporation Formation

Steven S.

Steven Stark Licensed in FL, NY

For over 30 years, Steven Stark has offered counsel to non-profit organizations and private companies. He has a passion for helping small businesses in particular since he himself started several businesses of his own in New York and Florida. He understands the importance of small businesses having a reliable attorney to advise them about legal matters from their inception.
240 reviews
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Richard G.

Richard Gora Licensed in CT, NJ

Looking for an attorney with experience? Richard Gora is the exact attorney you want. Having defended over 100 cases both in state and federal courts and working with clients from around the globe, Richard has an array of different experiences. His services are wide-ranging and include business litigation, securities litigations, employment litigation, and business counsel. Prior to founding Gora LLC, he worked for Finn, Dixon & Herling LLP for eight years.
151 reviews
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Joshua G.

Joshua Garber Licensed in CA

Representing notable clients like Tesla and the City of Los Angeles, Josh Garber excels at helping clients with employment and labor laws. Many of his past clients have had great success using Josh for employment agreements and Division of Labor Standards Enforcement (DLSE) hearings. With his practical advice, he has even helped clients avoid going to court.
176 reviews
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Donald H.

Donald Hammond Licensed in CA

Donald Hammond is experienced in criminal defense, business litigation, and aviation law. Admitted to all California state courts, the Federal District Court for the Central District of California, and the U.S. Supreme Court, Don also represents clients in administrative hearings including the Board of Parole Hearings and Federal Aviation Administration. He also is an instrument-rated pilot.
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Paneri M.

Paneri Milap Licensed in Patent Bar

Paneri Milap has represented both large companies, as well as startups. Five years of her past experience were spent at an international law firm; four years in-house with large corporations; and she was a judicial clerk to federal appellate and district judges for two years. Her main focus areas include business law and commercial contracts - specifically employment issues and technology licensing. She attended the UCLA law school and has obtained a bachelor's degree in physics.
1 review
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Aman B.

Aman Badyal Licensed in CA

Aman manages his firm Badyal Law PC, which provides sophisticated tax advice and a range of services for businesses. After earning his law degree at the New York University School of Law, he worked in several prestigious firms where he represented various businesses and individuals who are household names, Fortune 500 Corporations, and Forbes 200 individuals.
2 reviews
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Adam F.

Adam Forest Licensed in CA

Adam Forest is a corporate attorney with more than eight years of experience. He focuses on companies in the technology industry. Adam has been licensed to practice law in California and received his legal degree from the University of California in Los Angeles. Adam has also been admitted to the State Bar of California. While Adam primarily specializes in commercial contracts, he is able to assist with any legal matters related to business law.
2 reviews
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Irene G.

Irene Gold Licensed in CA, PA

Irina's passion for helping others motivated her to become an attorney. She grew up in the Ukraine, earned her law degree in Philadelphia, and passed the California Bar Exam. Irena opened the Law Offices of Irina S. Puhachevsky to provide quality legal services for those less privileged. She also does pro bono work assisting low-income clients with their family law and estate planning issues.
2 reviews
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Vahid R.

Vahid Redjal Licensed in CA

Vahid Redjal is a business attorney that provides corporate legal assistance to clients in California. He has a Juris Doctorate in law, which he received after he graduated from the University Of Florida Fredric G. Levin College Of Law. While Vahid specializes in all business-related legal practice areas, he primarily focuses on commercial contracts, mergers and acquisitions. Vahid was a senior director at Dollar Shave Club between August 2012 and January 2017.
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Larissa B.

Larissa Bodniowycz Licensed in CA, FL

Larissa Bodniowycz has been providing corporate legal services for the past eight years. She fundamentally specializes in providing her legal expertise to small businesses, startup companies, freelancers, and entrepreneurs. She is licensed to practice law in California and Florida. Larissa obtained her legal degree from the Florida State University. She founded Bold City Legal in May 2017. Prior to this position, she was an attorney at the Law Office of Maggie Jo Hilliard.
4 reviews
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Why use UpCounsel to form your C Corporation in California?

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Why use UpCounsel to form an C Corporation in California

Starting an C Corporation in California with a business startup attorney on UpCounsel is easy, informative, and cost-effective. In just three simple steps, our C Corporation attorneys will help you protect your business and personal assets, and help you organize your business for state and federal compliance for an C Corporation.

When forming an C Corporation in California with UpCounsel, the attorney you choose to help you will conduct a business name search for your California corporation and assist you in preparing your C Corporation Operating Agreement, along with providing other legal services based on your needs. Once your Articles of Incorporation have been prepared and successfully filed with the California Secretary of State, your California corporation has been formed and begins its existence as a Corporation entity.

Requirements for Forming a California C Corporation

Choosing a Company Name for Your C Corporation

One of the first steps in the process of forming your CA C Corporation is to choose your business name.

The business name that you choose must contain the words "Incorporated" or "Inc."

It must be distinguishable (not the same as or deceptively similar to) the name of an S Corp or foreign C Corporation reserved or registered.

Your C Corporation name may contain the name of one or more members.

By using UpCounsel, you can choose several business names in order of preference. Your attorney of choice can then conduct a name check for your California S Corp before filing to see which names are available. Once you have chosen an available name, your chosen C Corporation attorney can help you properly register your name with the State of California.

Articles of Incorporation: When forming an C Corporation in California, the Articles of Incorporation must be filed with the California Secretary of State. California state law requires that certain information be included in your Articles of Incorporation when forming your California C Corporation.

This information must include:

  1. The C-Corp's name and address.
  2. The name and address of person filing the Articles of Incorporation
  3. The C-Corp's purpose.
  4. The C-Corp's registered agent's name, address, and signature (accepting the position).
  5. The names and addresses of the directors.
  6. The par value of the shares and number of authorized shares.

Additionally, a California C Corporation formation generally requires inclusion and/or consideration of the following:

C Corporation Operating Agreement: Although the C Corporation Operating Agreement is not required with the Articles of Incorporation, it is a good idea for every C Corporation with more than one member to have one. The Articles of Incorporation may contain restrictions or prohibitions on the power of the members to adopt, amend, or repeal an operating agreement. California recognizes operating agreements as governing documents.

Membership: A C Corporation must have one or more members.

Eligibility Requirements: A natural person or an entity.

Procedure for Membership: The member may acquire an interest in the C Corporation directly from the limited liability company at the time of formation and, after formation, at the time provided in and upon compliance with the Articles of Incorporation or the operating agreement or, if not provided, only upon the vote of a majority in interest of the C Corporation members, excluding the vote of the person acquiring the membership interest, and only when the person becomes a party to the C-Corp's operating agreement.

Business Licenses: Business licenses and/or permits are required for most C-Corp's offering specific professional services. Contact the California State Corporations Commission for specific licenses.

Resident Agent needed for a California C Corporation

Remember every California C Corporation must have a registered agent in the state, which is the person or office designated to receive official state correspondence and notice if the company is "served" with a lawsuit. The registered agent may be a full-time resident of California or a business entity that has authority to transact business in California. A physical California street address is required of the registered agent.

California Secretary of State

Once you create an C Corporation in California, the California Secretary of State will require that certain recurring responsibilities and duties be fulfilled. The most important of these are explained below.

For further information, contact the California Secretary of State.

Filing Fees for a California C Corporation

The processing fee for the Articles of Incorporation is generally about $100. These fees can change so it would be best to check with the California Secretary of State on what the latest fees are. You may pay these fees in many different forms including cash, check, money orders, or debit and credit cards.

Taxes for a California C Corporation

California C Corporation shareholders do not report any of the business income and expense on their individual tax return. The corporation files tax returns and pays its income taxes (at generally lower tax rates than would individuals) while the individual shareholders report and pay personal income taxes only on monies paid them by the corporation.

It should be noted that shareholders are required to pay personal income taxes on income from dividends paid by a C Corporation even though income taxes have previously been paid by the corporation. This leads to what is commonly referred to as "double taxation".

California state law follows federal law for income tax purposes. Therefore if a corporation is classified as an association taxable as a C Corporation for federal income tax purposes, so will it be taxable as a corporation for state tax purposes.

Federal Income Tax: For federal income tax purposes, a C- Corp is recognized as a separate taxpaying entity. A corporation conducts business, realizes net income or loss, pays taxes and distributes profits to shareholders.

California State Income Tax: A California C Corporation must file a California Form 100S, the California S Corporation Income Tax Return. Under California law, the C Corporation is subject to a 1.5% tax on its' net income and is a conduit similar to a partnership.

Federal Tax Identification Number: Your corporation will need to obtain a federal tax identification number, which is also known as an Employment Identification Number (EIN). You do not need to get a new EIN after the corporation choose to become a C Corporation An EIN is similar to an individual's social security number. You will need an EIN for your C Corporation as long as there is one member, even if the C Corporation does not have employees. For certain tax filing requirements the attorney you choose on UpCounsel can help prepare your Federal Tax ID Application, if you have not done so already.

Start Your Business Off Right with an Affordable C Corporation Attorney in California

Start Your Company Off Right with Affordable C Corporation Attorneys in California

Connect with Top California C Corporation Formation Attorneys & Lawyers

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