California corporate name
Name endings are not required to be used in the corporate name unless the corporation is being filed as a professional corporation or close corporation, or if it is using a person's name. In such cases, the name must end with "Corporation," "Company," "Incorporated," "Limited" or an abbreviation thereof. The name must not be likely to mislead the public. It must not be the same as, or resemble so closely as to lead to deception, the name of a domestic or qualified foreign corporation, a name under reservation or the registered or assumed name of a foreign corporation. The name needs Superintendent of Bank's approval if it contained the words "Bank," "Banc," "Trust" or "Trustee."
Director information
The following are California's requirements for directors of corporations:
- Minimum number. Corporations are required to have not less than three directors unless (1) shares have not been issued, then the number can be one or two, (2) the corporation has one shareholder, then the number can be one or two, or (3) the corporation has two shareholders, then the number can be two.
- Residence requirements. California does not have a provision specifying where directors must reside.
- Age requirements. California does not have age requirements.
- Inclusion in the Articles of Incorporation. Director names and addresses are not required to be listed in the Articles of Incorporation.
Requirements for the Articles of Incorporation
The document required to form a corporation in California is called the Articles of Incorporation. The information required in the formation document varies by state. California's requirements include:
- Officers. Officer names and addresses are not required to be listed in the Articles of Incorporation.
- Stock. Authorized shares and par value must be listed in the Articles of Incorporation. An increase in the number of shares or par value does not affect initial filing fees.
- Registered agent. Corporations must list the name and address of a registered agent with a physical address (no post office boxes) in California. The registered agent must be available during normal business hours to accept important legal and tax documents for the business.
After forming a corporation, you must undertake certain steps on an ongoing basis to keep your business in compliance. These steps are also important in preserving the limited liability a corporation provides its owners. This guide outlines the ongoing requirements for California corporations.
California corporate records
Corporations are required to keep the following items at the principal executive office or principal business office in the State of California:
- Bylaws
- Minutes of director and shareholder meetings
California corporate taxes and fees
The following are taxation requirements and ongoing fees in California:
- Annual report and franchise tax.
California requires corporations to file a Statement of Information annually during the first six-month period ending on the last day of the anniversary month of the incorporation. The fee for the Statement of Information is $25. California also has a minimum annual franchise tax of $800 due the 15th day of the third month after the close of the year, but corporations are exempt from this tax for the first year.
- Taxes.
For complete details on state taxes for California corporations, visit
Business Owner's Toolkit
or the
State of California
.
- Federal tax identification number (EIN).
An
EIN
is required for corporations that will have employees. Additionally, most banks require an EIN in order to open a business bank account.
- State tax identification number.
California does not require a state tax identification number.
California business licenses
Business licenses and/or permits are required for most businesses. The BizFilings
Business License Application Package can help you stay on top of these requirements.
S corporation election
California recognizes the federal S corporation election and does not require a state-level S corporation election.
Additional California information
View the following additional resources BizFilings has for forming and maintaining companies in California:
California LLC Formation
