California LLC Formation Checklist: Every Step and Filing

Forming a California LLC is more than filing one form online. Miss a follow-up filing and the state can suspend your LLC; skip a written operating agreement and default statutory rules may govern key disputes. Here is the complete checklist, in order, with the filings, fees, and deadlines that apply as of 2026.

Before you file

1. Confirm an LLC fits your plans. California generally bars LLCs from rendering professional services that require a license, including law, medicine, and accountancy. Those professionals must use a form permitted by the statutes and licensing rules governing their profession, such as a professional corporation where authorized. And startups seeking venture capital usually need a corporation instead.
2. Choose and check the name. The name must be distinguishable from existing entities on the Secretary of State's records and must end with "LLC," "L.L.C.," or "Limited Liability Company." Search the Secretary of State's business database, and check trademarks and domain availability while you are at it — the Secretary of State's approval does not protect you from an infringement claim.
3. Designate a registered agent. Every California LLC needs an agent for service of process with a physical California address — an adult individual or a registered corporate agent. Using your home address puts it on the public record; many owners use a commercial agent instead.

The core filings

1. File Articles of Organization (Form LLC-1). Filed with the California Secretary of State, currently with a $70 filing fee, most efficiently through the state's online BizFile portal. This is the moment your LLC legally exists.
2. File the initial Statement of Information (Form LLC-12). Due within 90 days of filing the Articles, with a $20 fee, and every two years after that. This filing is easy to forget and forgetting it leads to penalties and, eventually, suspension — calendar it now.
3. Get an EIN from the IRS. It is free from the IRS, and eligible online applicants generally receive one immediately. Banks commonly require it, and you will need it for hiring and certain tax filings.

The document people skip: the operating agreement

California's LLC statute (the Revised Uniform Limited Liability Company Act, Corporations Code § 17701.01 et seq.) does not require you to file an operating agreement — but every LLC should have one, and multi-member LLCs need one urgently. It governs ownership percentages, capital contributions, profit distributions, management and voting, transfer restrictions, and what happens when a member exits, divorces, or dies. Without one, default statutory rules decide those questions — often in ways members never intended. A single-member LLC benefits too: a real operating agreement, observed in practice, supports the separateness that protects your personal assets if a creditor argues the LLC is your alter ego. This is the piece worth having a business formation attorney draft rather than downloading.

Taxes: what the FTB will expect

• The $800 annual franchise tax. Every California LLC generally owes it, profitable or not. For the first year, it is due by the 15th day of the fourth month after the beginning of the taxable year and is paid with Form 3522; the same deadline generally applies each year after that.
• The gross receipts fee. LLCs with total California income of $250,000 or more owe an additional fee under Revenue and Taxation Code § 17942, from $900 up to $11,790 — estimated during the year on Form 3536.
• The annual return. California LLCs file Form 568 each year. If you elect corporate or S-corp taxation, different forms and the 1.5% S-corp tax regime apply — coordinate with your CPA.

Licenses, accounts, and operating hygiene

1. Local business license. Many California cities require a local business license or tax registration; Los Angeles generally requires a business tax registration certificate.
2. Seller's permit. Selling or leasing tangible personal property that is subject to sales tax requires a CDTFA seller's permit.
3. Fictitious business name. Operating under any name other than the LLC's exact registered name requires an FBN statement filed with the county and published in a local newspaper.
4. Open a dedicated bank account. Never run LLC money through personal accounts — commingling is the fastest way to hand a plaintiff an alter-ego argument.
5. Insurance and contracts. General liability coverage, plus customer and vendor contracts signed in the LLC's name ("Jane Doe, Manager, XYZ LLC"), help manage risk and preserve entity formalities.
6. Employees or contractors? Before engaging workers, understand California's ABC test for contractor classification under Labor Code § 2775 — misclassification is one of the costliest early mistakes a new company can make.

Talk to a California business attorney

Formation is a checklist; forming it correctly — the right entity, a real operating agreement, and no missed filings — is judgment. Itkin Law forms California LLCs start to finish for a predictable flat fee. Schedule a free consultation or call (949) 418-2113.

This article is attorney advertising and provides general information only. It is not legal advice and does not create an attorney–client relationship. Facts matter; consult a lawyer about your specific situation.