Key Takeaways

  • The CA Secretary of State (SoS) oversees business entity registration, name availability, Statements of Information, and ongoing compliance requirements for LLCs and corporations.
  • Businesses must now use BizFile Online, the CA SoS’s digital filing portal, which streamlines formation, name searches, amendments, and annual report submissions.
  • The Statement of Information (SoI) is a crucial compliance document filed within 90 days of formation and biennially thereafter, with updates required after significant company changes.
  • Recent updates to filing rules include new address privacy options (e.g., P.O. Boxes for officers) and expanded disclosure requirements for labor law judgments.
  • Failure to comply with SoI requirements can lead to penalties, suspension, or revocation of the business entity.

To set up an SoS CA GOV LLC, there are multiple steps that you must complete, including making sure your company name is available, submitting the proper paperwork, and paying the mandatory fees.

California Business Name Search

The initial step you should take when forming a limited liability company (LLC) in California is making sure that your desired company name is available for use. The best way to check name availability is searching the California Database.

While browsing businesses in the California Database, you will see one of four statuses listed next to a company's name:

  • Active
  • Canceled
  • Forfeited
  • Suspended

If you see an “Active” status, it means that the company is still operating in California. A “Canceled” status indicates that the business has canceled its LLC name. When a company has a “Suspended” status, it means that they have failed to meet their tax obligations, and the state has suspended the business's operations. LLC names listed as "Abandoned" will show as “Forfeited."

LLC names that are Suspended, Forfeited, or Canceled cannot be used. If none of these statuses are present, then the name you have chosen for your LLC is usable.

To make sure you are legally protected, be sure you are using a unique name for your company. Make sure you have selected the Limited Liability Company or Corporation search option before searching for your chosen LLC name.

You should do a search with both options to make sure you are getting the fullest results possible. Performing multiple searches should help you be certain that the name you have picked for your company is free to use.

When you're ready to start searching, you should enter the name you wish for your LLC in the provided search box. Don't worry about using proper capitalization or including abbreviations such as LLC. If your search doesn't return any results or displays a Record Not Found message, the name you have searched is available.

Search the same name again using the Corporation Name option. If this search also doesn't return any results, you can use your LLC name without worry.

While searching the California Database, keep in mind a few factors:

  • Make sure to pick an LLC name that is distinguishable and original.
  • Don't assume the Canceled, Forfeited, or Suspended statuses mean you can use your desired name.
  • Always use both the Limited Liability and Corporation Search options.
  • Perform several searches to make sure that the name you've chosen is distinguishable from other California business names.

You can mail a Name Availability Inquiry Letter to the California Secretary of State for a free check of the name you want to use for your LLC.

Using BizFile Online to File With the CA Secretary of State

The CA Secretary of State (SoS) now provides an enhanced digital filing platform called BizFile Online, which centralizes nearly all LLC and corporation formation and compliance tasks. Instead of relying solely on paper filings or mail submissions, business owners can use BizFile Online to:

  • Search and reserve business names instantly before filing.
  • File formation documents for new LLCs, corporations, and nonprofit entities.
  • Submit Statements of Information and other periodic reports.
  • Amend existing filings (e.g., update officers, addresses, or registered agents).
  • File dissolution or termination forms when closing a business.

This platform significantly reduces processing time and helps ensure filings meet all state requirements. In fact, many routine filings are processed within 24–48 hours online, compared to several weeks by mail.

BizFile Online also features built-in validation tools, which flag missing or inconsistent information before submission, reducing the risk of rejected filings. Registered users can track submission status, view filing history, and access downloadable receipts and official records directly from their online dashboard.

California LLCs and Corporations Statement of Information

Corporations and LLCs in California must submit an Annual Report, which is also referred to as a Statement of Information (SoI).

In the SoI, you must include a variety of information about your company:

  • Your company's current address.
  • The name of your CEO, registered agent, members, and managers/officers.
  • The business description.

LLCs must file their first Annual Report within ninety days of the company's registration date. The LLC will then be required to file reports every two years or whenever information about the company has changed. The form that you will use and fee that you will pay depends on the type of your Corporation. Credit unions, nonprofits, and general cooperative corporations will use form SI-100 and will need to pay a $20 filing fee.

Foreign corporations will pay a $25 filing fee and will use form SI-350. To submit a Corporate Disclosure Statement, you will need form SI-PT. A filing fee is not required for this form. Use Form SI-CID, a Statement by Common Interest Development Association, and pay a $15 filing fee.

In addition to filing a Statement of Information in the state where your company was first registered, you will also need to file a Sol for any registrations for your company other states do business as a foreign entity. SoIs are due annually, and you will need to pay the required fee every time you file.

Changes that require filing a new Statement of Information include:

  • Relocating your company.
  • Electing new corporate officers.
  • Adding or removing a director.
  • Appointing a new registered agent.
  • Making changes to the business in which the corporation engages.

New Statement of Information Requirements and Privacy Considerations

Recent legislative updates and CA Secretary of State policy changes have expanded what must be disclosed in a Statement of Information (SoI) and improved privacy protections for business owners and officers. Understanding these updates is essential to maintaining good standing.

1. Expanded Disclosure Obligations Under Assembly Bill 3075 (AB 3075), corporations and LLCs must now disclose whether any officers, directors, or managing members have been involved in labor law violations or judgments. This information helps regulators enforce employment law compliance and ensures transparency.

2. Enhanced Privacy Options Previously, the SoI required physical street addresses for officers and agents, which became a privacy concern for small business owners. Now, BizFile Online allows businesses to use P.O. Boxes as mailing addresses for officers and directors, protecting sensitive personal information while still meeting state disclosure requirements.

3. Importance of Timely Filing Filing deadlines remain strict:

  • Initial filing is due within 90 days of registration.
  • Subsequent filings are due biennially for LLCs and annually for corporations.
  • Updated SoIs must be filed within 90 days of significant changes, such as new officers, address changes, or updated business activities.

Failure to file on time can lead to late fees, suspension, or forfeiture of your business’s right to operate in California. Once suspended, you may be unable to enter contracts, pursue legal claims, or maintain limited liability protections.

4. Common Filing Mistakes to Avoid

  • Failing to update the registered agent or address promptly.
  • Omitting officer details or business descriptions.
  • Submitting outdated forms instead of the latest version available through BizFile Online.

Taking advantage of BizFile Online’s guided forms and status notifications can significantly reduce these risks.

Frequently Asked Questions

  1. What does the CA Secretary of State do for LLCs?
    The CA Secretary of State manages business entity registration, name availability, compliance filings, and records for LLCs, corporations, and nonprofits.
  2. How do I file my LLC documents with the CA Secretary of State?
    Use BizFile Online, the state’s digital portal, to submit formation documents, Statements of Information, amendments, and more.
  3. When is my Statement of Information due?
    LLCs must file within 90 days of formation and every two years thereafter. Corporations file annually and whenever key information changes.
  4. Can I protect my address information on public filings?
    Yes. Businesses may now use P.O. Boxes for officer mailing addresses to protect privacy while meeting state requirements.
  5. What happens if I don’t file my Statement of Information?
    Your business may face penalties, suspension, or forfeiture of its right to operate in California until the filing is completed.

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