Foreign LLC California Qualification
What is a California Foreign LLC?
A foreign California Foreign LLC is an LLC originally formed in another state that registers to do business in California. The process of registering a foreign LLC in California is called foreign qualification. Foreign qualification is used to register a foreign company so that it may transact business in the state of California. There are a few requirements when filing an application for registration in California.
How to Register A Foreign LLC in California
California Foreign LLC Requirements
- Names
- History
- Address
- Statutory Agent
Names
The name of the LLC in the jurisdiction of where it was formed will be listed on the Application to Register a Foreign Limited Liability Company. You will also list an alternative name if your original name for the LLC does not comply with the California Corporations Code section 17701.08. The name must include LLC, L.L.C., Limited Liability Company, Limited Liability Co., Ltd. Liability Company, or Ltd. Liability Co.
History
Formation date and where the LLC was originally filed will be disclosed on the application for a California Foreign LLC.
Address
The business address listed on the application can not be a PO Box.
Statutory Agent
To apply for an LLC foreign qualification, you must appoint a California Statutory Agent (also known as an agent for service of process or corporate agent). A Statutory Agent must maintain a physical street address within in the state (not a PO box) where service of process can be accepted during regular business hours. Documents received must be forwarded to clients in a timely manner.
In California, any adult or corporation can serve as a registered agent, but an LLC cannot.
California Statutory Agent must always:
- Maintain a physical street address (not a PO box) called a registered office
- Remain open during regular business hours
- Accept service of process (notice of a lawsuit) and official mail on behalf of clients
- Contact clients whenever documents arrive in the registered office
- Forward all documents to clients in a timely manner
How to File an California Foreign LLC Qualification Document
Steps in registering a foreign company in California:
- Identify the name your LLC will use in California. If your name is already in use or is in violation of the California Corporations Code, you must supply an alternate name to use within the state for foreign LLC California qualification
- To foreign qualify an LLC in California, you file an Application to Register a Foreign LLC with the Secretary of State. You’ll pay at least $90 in state fees (a $70 registration fee and the $20 Initial Statement of Information fee mentioned below). You must include a Certificate of Good Standing issued by your home state within the last six months.
- A California registered agent must be appointed on the Application to Register a Foreign LLC. The LLC foreign qualification will not be approved without a registered agent.
- Await processing. California processing for an LLC foreign qualification can take one to two months. There are expedite options to speed up the filing time.
- Foreign LLCs are required to file an initial Statement of Information within 90 days. There is a $20 filing fee.
Foreign Registration Quick Facts
- The Form: Application to Register a Foreign LLC
- The Fee: $90 (includes the $20 Initial Statement of Information fee)
- Additional Document: Certificate of Good Standing (from home state)
- The Agency: Secretary of State
- Online Filing: No
- State Filing Time: 20 business days
- Prioritized Filing: 12 business days*
- Expedited Filing: 1 business day*
*Note: California charges additional fees for expedited filing.
When is the LLC Statement of Information Due?
After you foreign qualify in California, an initial SI must be filed within 90 days. After that, foreign LLCs are required to file an SI biennially (every two years). It is submitted in the month of registration (if your LLC registered in January, it files the SI in January). It costs $20 to file.
Biennial Reports and Taxes
LLCs in California file the Statement of Information every two years on the anniversary month in which they registered. There is a $20 fee.
All LLCs in California pay an annual Franchise Tax of $800.
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