Outline
The California LLC-1 form is a crucial document for anyone looking to establish a Limited Liability Company (LLC) in the state. This form serves as the Articles of Organization, laying the foundation for your business entity. It requires essential information such as the LLC's name, which must include an identifier like "LLC" or "L.L.C." Additionally, the form requests the initial business addresses, including a designated office address and, if applicable, a mailing address. A key component is the appointment of a California agent for service of process, which can be an individual or a corporation. Furthermore, the LLC-1 form allows you to specify the management structure, whether it will be managed by one individual, multiple managers, or all members. A purpose statement is also included, affirming that the LLC will engage in lawful activities as permitted under California law. Lastly, the form requires a signature from the organizer, affirming the accuracy of the provided information. Completing this form accurately is vital, as it is the first step in legally forming your LLC and ensuring compliance with state regulations.
Sample - California Llc 1 Form
Secretary of State
Business Programs Division
Business Entities
1500 11th Street, Sacramento, CA 95814
P.O. Box 944260, Sacramento, CA 94244-2600
Submission Co ver Sheet
For faster service, file online at [email protected].
Instructions:
• Complete and include this form with your paper submission. This information only will be
used to communicate with you about the submission, if needed. This form will be treated
as correspondence and will not be made part of the filed document.
• Make all checks or money orders payable to the Secretary of State.
• In person submissions (excluding Statements of Information): $15 handling fee; do not include
a $15 handling fee when submitting documents by mail.
• Standard processing time for submissions to this office is approximately 5 business days from
receipt. All submissions are reviewed in the date order o
f receipt
with online submissions
given
priority. For updat
ed processing time information, visit
www.sos.ca.gov/business/be/processing-dates.
Optional Copy and Certification Fees:
• If applicable, include optional copy and certification fees with your submission.
• For applicable copy and certification fee information, refer to the instructions of the specific
form you are submitting.
Contact Person: (Please type or print legibly)
First Name: Last Name:
Phone (optional):
Entity Information: (Please type or print legibly)
Name:
Entity Number (if applicable):
Comments:
Submission Cover Sheet (REV 03/2022)
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LLC-1 (REV 03/2022)
2022 California Secretary of State
bizfileOnline.sos.ca.gov
Secretary of State
Articles of Organization
Limited Liability Company (LLC)
LLC-1
This Space For Office Use Only
Filing Fee – $70.00
Certification Fee (Optional) – $5.00
Note: LLCs may have to pay minim
um $800 tax to the California Franchise
Tax Board each year. For more information, go to https://www.ftb.ca.gov.
1. Limited Liability Company Name (Must contain an LLC identifier such as LLC or L.L.C. “LLC” will be added, if not included.)
2. Business Addresses
a. Initial Street Address of Designated Office in California - Do not enter a P.O. Box City (no abbreviations) State
CA
Zip Code
b. Initial Mailing Address of LLC, if different than item 2a City (no abbreviations) State Zip Code
3. Service of Process (Must provide either Individual OR Corporation.)
INDIVIDUAL – Complete Items 3a and 3b only. Must include agent’s full name and California street address.
a. California Agent's First Name (if agent is not a corporation)
Middle Name Last Name Suffix
b. Street Address (if agent is not a corporation) - Do not enter a P.O. Box
City (no abbreviations) State
CA
Zip Code
CORPORATION – Complete Item 3c. Only include the name of the registered agent Corporation.
c. California Registered Corporate Agent’s Name (if agent is a corporation) – Do not complete Item 3a or 3b
4. Management (Select only one box)
The LLC will be managed by:
One Manager More than One Manager All LLC Member(s)
5. Purpose Statement (Do not alter Purpose Statement)
The purpose of the limited liability company is to engage in any lawful act or activity for which a limited liability company
may be organized under the California Revised Uniform Limited Liability Company Act.
6.
By signing, I affirm under penalty of perjury that the information herein is true and correct and that I am authorized by
California law to sign.
Additional signatures set forth on attached pages, if any, are incorporated herein by reference and made part of this Form LLC-1. (All attachments
should be 8 ½ x 11, one-sided, legible and clearly marked as an attachment to this Form LLC-1.)
_____________________________________________________________ __________________________________________________________
Organizer sign here Print your name here
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Form Information
| Fact Name | Details |
|---|---|
| Governing Law | California Revised Uniform Limited Liability Company Act governs the LLC-1 form. |
| Filing Fee | The standard filing fee for the LLC-1 form is $70.00. |
| Certification Fee | An optional certification fee of $5.00 can be included with the submission. |
| Minimum Tax | LLCs must pay a minimum annual tax of $800 to the California Franchise Tax Board. |
| Submission Methods | Forms can be submitted in person or by mail, with online submissions prioritized. |
| Processing Time | Standard processing time is approximately 5 business days from receipt of the submission. |
| Agent Requirement | Each LLC must designate a California agent for service of process. |
| Management Structure | The LLC can be managed by one manager, multiple managers, or all members. |
| Purpose Statement | The purpose of the LLC is to engage in any lawful activity permitted under California law. |
| Signature Requirement | The form must be signed by an authorized individual under penalty of perjury. |
Detailed Guide for Filling Out California Llc 1
Filling out the California LLC-1 form is an essential step in establishing your limited liability company. This form requires specific information about your business, including its name, addresses, and management structure. Make sure to gather all necessary information before you begin, as this will streamline the process.
- Obtain the Form: Download the California LLC-1 form from the Secretary of State's website or acquire a physical copy.
- Contact Person Information: In the designated section, type or print the first name, last name, and optional phone number of the contact person.
- Entity Information: Provide the name of the LLC. Ensure it includes an identifier such as "LLC" or "L.L.C." If you already have an entity number, include it here. Add any comments if necessary.
- Business Addresses: Fill in the initial street address of the designated office in California. Do not use a P.O. Box. Include the city, state, and zip code. If the mailing address differs from the office address, provide that information in the next section.
- Service of Process: Choose whether to provide an individual or corporation as the agent for service of process. If selecting an individual, fill in their first name, middle name, last name, and street address (no P.O. Box). If selecting a corporation, only provide the name of the registered corporate agent.
- Management Structure: Indicate how the LLC will be managed by selecting one of the options: one manager, more than one manager, or all LLC members.
- Purpose Statement: Include the purpose statement as it appears on the form. Do not alter this statement.
- Signature: The organizer must sign the form, affirming that the information provided is true and correct. Print your name below the signature.
- Attachments: If there are any additional pages or attachments, ensure they are 8 ½ x 11, one-sided, legible, and clearly marked as part of the LLC-1 form.
- Payment: Prepare a check or money order for the filing fee of $70. Make it payable to the Secretary of State. If applicable, include any optional certification fees.
- Submission: Submit the completed form along with payment either by mail or in person. Note that in-person submissions have a handling fee.
Obtain Answers on California Llc 1
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What is the purpose of the California LLC-1 form?
The California LLC-1 form is used to file Articles of Organization for a Limited Liability Company (LLC) in California. This document officially establishes your LLC and provides necessary details such as the company name, management structure, and purpose. It must be submitted to the Secretary of State's office to legally form your LLC.
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What are the fees associated with filing the LLC-1 form?
The filing fee for the LLC-1 form is $70.00. Additionally, if you choose to obtain a certification of the filed document, there is an optional certification fee of $5.00. Keep in mind that LLCs may also be subject to an annual minimum tax of $800 payable to the California Franchise Tax Board.
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How long does it take to process the LLC-1 form?
Standard processing time for the LLC-1 form is approximately 5 business days from the date of receipt. Submissions are processed in the order they are received, with online submissions receiving priority. For the most current processing times, you can visit the Secretary of State's website.
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What information is required on the LLC-1 form?
The LLC-1 form requires the following information:
- LLC name (must include an identifier like LLC or L.L.C.)
- Initial street address of the designated office in California
- Mailing address of the LLC (if different)
- Service of process details, including the name and address of the agent
- Management structure of the LLC (one manager, multiple managers, or all members)
- Purpose statement for the LLC
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Can I submit the LLC-1 form online?
Yes, you can submit the LLC-1 form online for faster service. It is recommended to file online at the Secretary of State's business portal. If you choose to submit the form by mail, make sure to include the submission cover sheet and any required fees.
Common mistakes
Filling out the California LLC-1 form can be a straightforward process, but many people make common mistakes that can lead to delays or even rejection of their application. Understanding these pitfalls can save time and ensure a smoother experience when establishing a limited liability company.
One frequent mistake is failing to include the correct LLC name. The name must contain an identifier such as "LLC" or "L.L.C." If this requirement is overlooked, the Secretary of State will add "LLC" automatically, which may not be what the applicant intended. It’s crucial to double-check that the desired name is not only compliant but also available by searching the state’s business name database.
Another common error involves the business address. Applicants often enter a P.O. Box instead of a physical street address for the designated office in California. The form specifically states that a P.O. Box is not acceptable. This can result in the application being returned for correction, causing unnecessary delays.
Providing incomplete information about the agent for service of process is another mistake that can trip up applicants. Individuals must include the full name and physical address of the agent, while corporations must only provide the registered corporate agent's name. Omitting any of these details or providing inaccurate information can lead to complications in the filing process.
Additionally, many applicants neglect to select the appropriate management structure for their LLC. The form requires a clear choice between one manager, more than one manager, or all members managing the LLC. Failing to make this selection can cause confusion and delay the processing of the application.
Finally, signing the form incorrectly can lead to significant issues. The signer must affirm under penalty of perjury that the information provided is true and correct. If the form is not signed or if the signature does not match the name printed, the application may be deemed invalid. Ensuring that all signatures are correctly executed is vital for the application’s acceptance.
By avoiding these common mistakes, individuals can streamline their application process and increase the likelihood of a successful filing. Taking the time to review the form thoroughly before submission can make a significant difference in the overall experience of starting a business in California.
Documents used along the form
When forming a Limited Liability Company (LLC) in California, several important documents accompany the California LLC-1 form. Each of these documents serves a unique purpose in the formation and operation of your LLC. Below is a brief overview of five commonly used forms and documents.
- LLC-12 Statement of Information: This document provides updated information about the LLC, including its address, management structure, and agent for service of process. It must be filed within 90 days of filing the LLC-1 and then every two years thereafter.
- LLC-3 Certificate of Cancellation: If you decide to dissolve your LLC, this form is necessary. It officially cancels your LLC's registration with the state and ensures that you are no longer liable for any taxes or fees associated with the LLC.
- Operating Agreement: While not required to be filed with the state, this internal document outlines the management structure, member roles, and operational procedures of the LLC. It is essential for clarifying the rights and responsibilities of all members.
- LLC-4/LLC-4/7 Statement of Information for Foreign LLC: If your LLC is registered in another state but wishes to conduct business in California, this form is necessary. It registers your foreign LLC to operate within California and provides necessary details about your business.
- Tax Identification Number (EIN): Obtaining an Employer Identification Number from the IRS is crucial for tax purposes. This number is necessary for opening a bank account, hiring employees, and filing tax returns.
Understanding these documents can help streamline the process of establishing and maintaining your LLC in California. Each form plays a vital role in ensuring compliance with state regulations and protecting your business interests.
Similar forms
- California LLC-12 Statement of Information: This document updates the Secretary of State about the LLC's address, management, and agent for service of process. Like the LLC-1, it is crucial for maintaining compliance with state requirements.
- California LLC-4/7 Articles of Amendment: This form is used to amend the articles of organization filed with the LLC-1. Both documents are essential for making official changes to the LLC's structure or information.
- California LLC-5 Statement of Dissolution: When an LLC decides to dissolve, this form must be filed. Similar to the LLC-1, it formally communicates a significant change in the LLC's status to the state.
- California LLC-6 Application to Register a Foreign LLC: This form is for LLCs formed outside California wishing to operate in the state. Like the LLC-1, it establishes the legal standing of the entity within California.
- California LLC-10 Certificate of Cancellation: This document cancels an LLC's existence after dissolution. It parallels the LLC-1 in its role of officially documenting the status of the LLC.
- California LLC-8 Statement of Information for a Foreign LLC: This is similar to the LLC-12 but for foreign LLCs. Both documents keep the state informed about the LLC's current status and operations.
- California LLC-11 Statement of Information for a Limited Liability Partnership: This form serves a similar purpose for partnerships as the LLC-12 does for LLCs, ensuring compliance and updated information with the state.
- California LLC-3 Articles of Organization for a Professional LLC: This form is for professional services and serves a similar function to the LLC-1, establishing the entity's legal existence in California.
Dos and Don'ts
Filling out the California LLC-1 form is a crucial step in establishing your limited liability company. To ensure that your submission is successful and efficient, consider the following do's and don'ts.
- Do complete the form in legible print or type to avoid any misunderstandings.
- Do include the required filing fee of $70. Payment should be made to the Secretary of State.
- Do provide a physical street address for the designated office. P.O. Boxes are not acceptable.
- Do ensure that the name of your LLC includes an appropriate identifier, such as “LLC” or “L.L.C.”
- Don't forget to include optional copy and certification fees if you want copies of your filed documents.
- Don't submit the form without checking for accuracy. Any errors may delay processing.
By following these guidelines, you can help facilitate a smoother filing process and avoid unnecessary complications. Timeliness and attention to detail are key in this important step for your business.
Misconceptions
When it comes to the California LLC-1 form, there are several misconceptions that can lead to confusion. Here are four common misunderstandings:
- Misconception 1: The LLC-1 form is the only document needed to create an LLC.
- Misconception 2: You can use a P.O. Box for your business address.
- Misconception 3: Filing the LLC-1 form guarantees immediate approval.
- Misconception 4: You can change the purpose statement after submitting the form.
While the LLC-1 form is essential for filing your Articles of Organization, it is not the only document required. You may also need to submit additional forms and pay taxes, such as the minimum $800 tax to the California Franchise Tax Board each year.
This is incorrect. The form specifically states that you must provide a physical street address for your LLC's designated office in California. P.O. Boxes are not acceptable.
Approval is not instant. The standard processing time for submissions is approximately five business days. Online submissions are prioritized, but all submissions are reviewed in the order they are received.
The purpose statement should not be altered. It is a specific requirement that the purpose of the LLC is to engage in any lawful act or activity as outlined in the California Revised Uniform Limited Liability Company Act.
Key takeaways
When filling out and using the California LLC-1 form, it is important to keep several key points in mind:
- Submission Method: You can file online for faster service or submit paper forms by mail. If mailing, include the Submission Cover Sheet with your documents.
- Filing Fee: The fee for filing the LLC-1 form is $70. Ensure that checks or money orders are made payable to the Secretary of State.
- Handling Fees: If you submit documents in person (excluding Statements of Information), a $15 handling fee will apply. Do not include this fee when mailing your submission.
- Processing Time: Standard processing takes about 5 business days. Online submissions are prioritized, so consider this if you need a quicker turnaround.
- Optional Fees: If you require copies or certifications, additional fees may apply. Refer to the specific instructions for the form you are submitting for details.
- Agent Information: You must provide either an individual or a corporation as the agent for service of process. Include the agent's full name and a California street address.
- Management Structure: Clearly indicate how the LLC will be managed by selecting one of the options provided: one manager, more than one manager, or all members.
- Purpose Statement: Do not alter the purpose statement. It must state that the LLC will engage in any lawful act or activity as allowed under California law.
By following these guidelines, you can ensure that your LLC-1 form is completed correctly and submitted efficiently.