1. Registering a California Corporation
2. Foreign Corporation Registration
3. Forming a Nonprofit Corporation

Corporation registration California is a fairly straightforward process and is mostly focused on filing your Articles of Incorporation with the Secretary of State. If you wish to register a foreign corporation, you will first need to acquire a Certificate of Qualification.

Registering a California Corporation

Registering a corporation in California is very beneficial, thanks to the state's large economy. In California, the existing business infrastructure can make it easier for corporations to turn a profit. Incorporating your business is a good choice because it can shield your private assets from the debts of your company. Once you have separated your personal and business assets, you will have a much easier time attracting investors and obtaining grants or bank loans.

Completing corporation registration in California requires a few simple steps:

  • Name a registered agent. All California businesses must have a registered agent that is legally allowed to work in the state. Your agent will accept legal notices mailed to your company.
  • Perform a name search. You must choose an original name for your corporation. Check the availability of your company's name by performing a business search on the Secretary of State website.
  • Reserve your name. If your corporate name is available. you can complete a Name Reservation Request Form and reserve your name for 60 days. You can file this form online or by mail, and you must pay a filing fee.
  • File formation documents. Submitting your Articles of Incorporation is the final registration step. The form you will use will depend on the type of corporation you are establishing. You can submit your articles, along with a filing fee, to the Secretary of State.

Foreign Corporation Registration

If you want to register a foreign corporation, meaning a corporation formed in another state, your first step should be obtaining a Certificate of Qualification. You are not allowed to conduct business in California before you have acquired this document.

To acquire your Certificate of Qualification, you must file a Statement and Designation by Foreign Corporation form. Include the following information on this form:

  1. The name of your corporation and the location where it was incorporated.
  2. The principal executive office address.
  3. The corporation's principal California address.
  4. The contact information of your California registered agent.

Once you have filed your statement, your corporation will be subject to a minimum franchise tax. This tax is due annually and costs $800. Your corporation must pay this tax even if it does not generate any revenue in California.

Even if you started your business in California, you may want to incorporate in another state. For instance, many California businesses choose to incorporate in Delaware or Nevada because of their business-friendly laws. If you decide to form your corporation in another state, you will still need to register in California if you want to conduct business in the state.

If you do not register your foreign corporation in California and continue to do business in the state, you will incur a fine of $20 per day until you complete your registration. Conducting business in California means that your corporation consents to the laws of the state and any lawsuits filed against your company in this state will be heard by the California courts.

Additionally, if your foreign corporation gets sued and has not registered, you will not be able to defend yourself from the suit until you complete several steps:

  1. Pay a $250 fine.
  2. Pay any other fines resulting from your lack of registration.
  3. Pay outstanding franchise taxes.
  4. File a Certificate of Qualification with the Clerk of Court.

Forming a Nonprofit Corporation

Forming a California nonprofit corporation follows a similar process to registering a typical corporation. For instance, your first step in forming your nonprofit will be choosing a unique name and completing a 60-day name reservation. After you've selected and reserved a name for your nonprofit, you should draft your Articles of Incorporation. In this document, you will list several pieces of information about your nonprofit, including its name, purpose, and any limits you wish to place on your company's power.

You will need an incorporator's signature on your Articles of Incorporation. Only one incorporator is necessary, and this person doesn't actually need to have a role in your nonprofit after its formation.

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