California Statement of Information

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California LLC
Statement of Information

How to form an LLC in California
This Quick Start Guide is a brief overview of how to form an LLC in California.

Detailed Lessons:

 

California LLC Costs:
California state fee: $70
Statement of information: $20 (every two years)
Annual franchise tax: $800 (every year)

Need help?
Hire a company to form your California LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)

(check out Northwest vs LegalZoom)

Every LLC in California is required to file a Statement of Information (sometimes referred to as a “Biennial Report”) every 2 years.

Your first Statement of Information is due within 90 days of your LLC being approved.

This is required in order to keep your LLC in good standing with the California Secretary of State.

California LLC Statement of Information fee

There is a $20 fee to file a Statement of Information.

Preferred method of filing

The California Secretary of State prefers that you file your LLC Statement of Information online via BizFile. We also recommend this method as it’s the easiest to complete.

What’s the purpose of the Statement of Information?

The purpose of the Statement of Information is to keep your California LLC’s contact information up to date with the Secretary of State.

When is my LLC Statement of Information due?

  • your first Statement of information is due within 90 days
  • after that, it’s due every 2 years for the life of your LLC

First Statement of Information:

Your first California LLC Statement of Information is due within 90 days of your LLC’s approval date.

You can find your LLC’s approval date by:

  • looking at your approved Articles of Organization
  • or by doing a business search and looking for the “registration date”

Ongoing Statements of Information:

After your first Statement of Information is filed, you are required to file a Statement of Information every 2 years. It’s due by your LLC’s anniversary date.

Your LLC’s anniversary date is the same date your LLC was approved. It’s also the same thing as your “registration date” mentioned above.

For example, if your California LLC was approved on August 10th 2019:

  • August 10th is your anniversary date
  • your first Statement of Information is due by November 8th 2019 (90 days from August 10th)
  • ongoing Statements of Information are due every 2 years, due by your anniversary date (August 10th 2021, August 20th 2023, August 20th 2025, and so on)

Is there a penalty if I don’t file an LLC Statement of Information?

Yes, there is a penalty.

The Secretary of State will give you a 60-day grace period (counted from the date you have been notified for failure to file) within which you must file the Statement of Information.

If you fail to file within the 60-day grace period, you have to pay a $250 penalty.

If you continue to ignore this requirement, the Secretary of State may administratively dissolving (shut down) your LLC.

Statement of Information reminders

The Secretary of State will send a postcard reminder (by regular mail) to your LLC’s business address 1 to 2 months before the due date.

However, this is a courtesy reminder and even if you don’t receive one, it is still your responsibility to file all your Statements of Information on time.

For this reason, we recommend:

  • putting a repeating reminder on your phone and/or computer
  • and bookmarking this page

How early can I file?

First Statement of Information:

Again, your first Statement of Information is due within 90 days of your LLC being formed. You can file this Statement of Information as soon as your LLC is approved.

Ongoing Statements of Information:

You can file your ongoing Statements of Information up to 6 months before the due date.

For example, if your next Statement of Information is due by August 10th 2019, you can file it as early as February 10th 2019.

And the same thing applies for upcoming years. For example, in 2021, you can file your Statement of Information anytime between February 10th 2021 and August 10th 2021.

How to file your Statement of Information (online)

Note: You’ll need to use Google Chrome or Internet Explorer to file your Statement of Information online.

Get started:

  1. Go the Secretary of State’s BizFile page
  2. Click Limited Liability Company Statement of Information
  3. Search for your LLC either by its name or Entity Number
  4. Click on your LLC name and then click “Continue Filing”
  5. Review the privacy message and click “I Accept” to proceed

Additional information:

  • If this is your first Statement of Information, all fields will be blank and you’ll need to enter the relevant information about your LLC.
  • If this is an ongoing Statement of Information, you’ll select whether or not there have been changes. If there haven’t been changes, you simply file a “no changes” Statement of Information (you don’t have to enter any info). If there have been changes, you’ll need to run through all fields and make the appropriate updates.

Business Address – Principal Office

Enter your LLC’s Principal Office address.

Domestic LLC:
If your LLC was formed in California, you can enter the same address that you listed in your Articles of Organization (your LLC’s Designated Office address).

Foreign LLC:
If your LLC was formed in another state and is registered to do business in California, enter your LLC’s Principal Office. For most Foreign LLCs, this is usually the LLC address in the state in which it was formed.

Some notes about your LLC’s Principal Office address:

  • it must be a street address
  • it can’t be a PO Box address
  • it can be a home address
  • it can be an office address
  • it can be a friend or family member’s address

If you want to keep your address off public records:

Business Address – Mailing Address

If your LLC’s mailing address (any place you want to receive mail) is the same as your LLC’s Principal Office address, you can check the box at the top.

If you want to receive mail at a different address, don’t check the box and enter your mailing address.

Some notes about your LLC’s mailing address:

  • it can be the same address as your principal office, but it doesn’t have to be
  • you can use any address you’d like, as long as you can get mail
  • it can be located in the U.S. or outside the U.S.
  • the address can be a PO box address

Business Address – California Office

If applicable, enter your LLC’s California Office address.

Domestic LLC:
You can check the box at the top, as most likely, your California Office address will be the same as your Principal Office address.

Foreign LLC:
If your LLC has a physical office location in California, enter that address here. If your LLC doesn’t have a California office address (only California address it has is the Registered Agent), you can leave the box unchecked, leave the address fields blank, and just click “Continue”.

Management

If your LLC is Manager-managed, you only need to enter the Manager(s) information.

If your LLC is Member-managed, you only need to enter the Member(s) information.

Add your LLC’s first Manager/Member and click “Continue”.

On the next page, if applicable, click “Add” to add additional Manager(s) or Member(s). If you just have 1 Manager/Member, don’t click “Add”.

Click “Continue” to proceed.

Agent for Service of Process

If your LLC’s Registered Agent is a Commercial Registered Agent:
Check the box at the top, search for your agent in the list, and then select the company.

If your LLC’s Registered Agent is an individual:
Don’t check the box at the top, but instead, enter that person’s contact information below.

Type of Business

Enter a brief description of your LLC’s primary business activity.

In the “LLC business purpose statement” article linked above, we mention an “LLC General Purpose Statement” and an “LLC Specific Purpose Statement”. The state wants a specific purpose/activity to be stated (not a general one).

Some examples of a business activity description:

  • consulting
  • ecommerce
  • coffee shop
  • marketing agency
  • real estate investing
  • automotive repair and maintenance

If your LLC is engaged in multiple business activities, just enter the primary one.

Chief Executive Officer

  • Note: This section is optional. It can be filled in or left blank.

The state defines a CEO as either:

  • a person — besides the LLC member(s) or manager(s) — who is appointed to run the company
  • or the highest level position in the LLC’s organization in charge of management

If you’d like to enter a CEO for your LLC, you can do so here.

Most filers prefer to leave this information off public record, so they skip this section and leave it blank.

Copy of Filed Statement of Information

  • Note: The email address entered here is private; it will not be listed on public records.

We recommend entering your email address (twice) in order to get an “approved” copy of your LLC’s Statement of Information.

This way you can keep it with your business records.

Review Statement of Information

Review the information you entered for accuracy. Check for any typos. Click “Previous” to make any changes if needed, or click “Continue” to proceed.

Submitter Confirmation

Enter the Submitter’s information. The Submitter is the person signing the LLC’s Statement of Information and submitting it to the state.

Applicable business titles are Member, Manager, or Authorized Person.

Filing Fee Information

The next page shows the total amount due. Click “Proceed to Checkout”.

Payment

Enter your billing information and click “Continue”.

Congratulations! Your California LLC Statement of Information has been submitted to the Secretary of State.

Statement of Information Approval (online filing)

The California Secretary of State will process and approve your Statement of Information in 1 to 2 business days. If you entered your email address during the online filing, the state will email you a stamped and approved copy.

If you didn’t enter your email address, you can always download your LLC’s filed/stamped Statement of Information from the business search page.

Next Step: $800 Annual Franchise Tax

Once you’ve reviewed this lesson, or filed your Statement of Information, you can then proceed to the next lesson: California LLC annual franchise tax.

California Secretary of State Contact Info

If you have any questions, you can contact the California Secretary of State at 916-657–5448. Their hours are Monday through Friday from 8am to 5pm, Pacific Time.


How to file your Statement of Information (by mail)

  • As mentioned earlier, we recommend filing your Statement of Information online. However, if you prefer to file by mail, you’ll find instructions below.
  • The video starts with an overview of the Statement of Information, then at 6 min. 50 sec. you can see the form being completed.
  • The state has made some minor updates to the form, so the one you see in the video (outdated) will be slightly different from the one you download.
  • Download the California LLC Statement of Information (Form LLC-12)
  • If your LLC has more than one Member or Manager, enter their information on the Attachment to Statement of Information (Form LLC-12A) and include it with your filing.
  • Prepare a check or money order for $20 and make it payable to “Secretary of State”.
  • Mail your signed form(s) and payment to: Secretary of State, Statement of Information Unit, PO Box 944230, Sacramento, CA 94244-2300
  • The Mail Submission Cover Sheet is private (not on public records):
    • Contact Person: Enter your name and phone number
    • Entity Information: Enter your LLC name. Enter your LLC’s SOS Entity ID Number in the ‘Entity Number’ field. You can leave ‘Comments’ blank.
    • Return Address: Enter the address where you’d like your approved Statement of Information sent to. This can be any address you’d like; it doesn’t have to match the address in the form.

Video Transcript:

The following information is provided for educational purposes only and in no way constitutes legal, tax or financial advice. For legal, tax or financial advice specific to your business needs, we encourage you to consult with a licensed attorney and/or CPA in your state. The following information is copyright protected. No part of this lesson may be redistributed, copied, modified or adapted without prior written consent of the author. Before beginning this Lesson, please make sure that you have your stamped and approved Articles of Organization back from the State. Otherwise, you will not have the information you need to prepare the next document. As we discussed in Lesson 2, California has a number of additional requirements for your LLC to remain in compliance with the State. The first of these requirements is called the Statement of Information. The purpose of the Statement of Information is to keep the State updated with your LLC’s contact information. It includes your LLC Name, your Secretary of State File Number, the LLC’s Address, the Names and Addresses of the Member or Members, your Registered Agent information, as well as a brief description of your business. You can find your Secretary of State File Number on your stamped and approved Articles of Organization that you received back from the State. You will need to file your first Statement of Information within 90 days of the approval of your LLC. Then you will need to file it again every two years. It will be due by the anniversary date of the approval of your LLC. The anniversary date is the date the Articles of Organization was stamped and approved by the State. The fee for filing your initial Statement of Information is just $20. In two years, when you file again, the cost will remain the same at $20. Failure to file on time, whether it’s the initial or the ongoing Statements of Information, will result in the State charging a late fee of $250, and they may eventually dissolve or shut down your LLC. Here are some examples of deadlines. Let’s say the Approval Date of your LLC was February 15th in 2015. Your initial or the first Statement of Information would be due by May 16th of the same year. That’s within 90 days of the Approval Date. Then your next Statement of Information is going to be due February 15th of the year 2017. This is two years after the Approval Date. Then your ongoing Statements of Information will be due every two years by the February 15th deadline. Let’s look at one more example because I know hearing this all at once right away can sometimes be a little bit confusing. So let’s look at Example 2. Let’s say the Approval Date of your LLC was October 1st in 2015, and you may be watching these videos in the future so these dates are just arbitrary just to help paint an example to make it a little bit more clear. Again, if the Approval Date of your LLC is October 1st, 2015, your initial Statement of Information is going to be due before December 30th of 2015. Again, this is 90 days from October 1st (the Approval Date). Then, your next Statement of Information will be due by October 1st, 2017. This is the full two years after the original Approval Date. Then, your ongoing Statements of Information will be due every two years by the October 1st deadline. Once you determine when your initial and your ongoing Statements of Information are due, you should not take any chance that your filings are delayed. You should file your initial Statement of Information as well as your ongoing Statements of Information as early as possible to make sure the State receives them before their due date. The State allows you to file your Statements of Information up to three months before they are actually due, so we recommend that you take advantage of this. Although the State will send your LLC a reminder for ongoing Statements of Information, it’s a good idea to calendar the due dates on your own. And just a note here: they do not send you a reminder for the initial Statement Information. That’s due within 90 days of the approval, and it’s your responsibility to send that. The reminders that you receive after that are going to be for the ongoing Statements of Information (again, which are due every two years). Even if you don’t receive a reminder, you are still responsible (for filing) to file your Statement of Information every two years. Once your Statement of Information is completed, you will need to submit it to the State along with the filing fee. You will find the accepted forms of payment and the address where to send your Statement of Information to below this video. It’s a good idea to make a copy of the Statement of Information that you send to the State and keep it with your business records. We are now ready to fill out your Statement of Information. You can download this document below the video. Let’s get started. Here we are inside the Statement of Information. This is a three-page PDF document. The first and second pages do have instructions, and the third page is the actual Statement of Information. Feel free to read through pages one and two, but we’ve already discussed all the details within this video. This form can be filled out on the computer, or it can be printed out and then filled out by hand. If you fill it out by hand, please make sure to use blue or black ink. Make sure that you print the documents on letter size (that’s your standard eight and a half by 11 inches). Also, please note that I have a professional version of Adobe Acrobat. You may just have a simple free version called Adobe Reader and you may not have as much functionality in order to type inside the document. If that’s the case, no worries; again you can just print it out, and fill it out by hand. Another important thing to make note of, is at the bottom of page two; on the instructions, they do list the address where to send the Statement of Information to. The only thing is that you may be watching this video in the future, so we ask you to cross-reference the address that you find within your documentation, or that you’re watching this video, and just reference the address that we have listed below this video. That’s the most up-to-date and accurate address. Alright, let’s get started. In order to save time, I’ve already filled out the information within this document. Under Section 1, you’re going to list the Name of your LLC, and remember to include the full name with the abbreviation LLC or L.L.C. Under No. 2, you’re going to list your Secretary of State File Number (I just included a bunch of exes because i don’t have an actual File Number for California. No. 3 you’re going to leave blank (this is only for LLCs that are formed outside of the State of California). Under No. 4, for your initial Statement of Information, you’re going to leave this box unchecked. Now, moving forward, in your ongoing Statements of Information, you’re going to be using the same PDF document. However, if you haven’t had any changes to the address or any information for your LLC, all you have to do is simply check this off. You can skip Nos. 5 all the way down through 14 (basically a 5 through 14) and then on 15, you just date, print, put your title and sign. For now, because this is your initial Statement of Information, again you’re going to leave No. 4 unchecked. In No. 5, I’m going to list the Address and the Principal Office of the business. In No. 6, I’m going to leave it blank because the Mailing Address is the same as the Street Address. Now this is a little confusing because No. 7 says the street address of the California office, so this one has to be within the State of California. Most likely both of these addresses will be the same for you; in my case for this example they’re the same so I just fill them in twice. Scrolling down to No. 8 where it says “Name and Complete Address of the Chief Executive Officer, If Any”, this typically would just apply to Corporations so you can leave this blank. In No. 9, 10 and 11, you’re going to list the Names and Addresses of the LLC’s Member, or Members. In this case, this is a Single-member LLC (I’ve just listed my name and my address). Heading down, under Section 12 and 13, this is where we’re going to list the Registered Office and the Registered Agent. In this case, I am the Registered Agent for my LLC, so I’m going to include my name and my address again. Remember, your LLC’s Registered Agent could be a friend or family member that lives in the State; or, if you’ve hired a Commercial Registered Agent, you’ll simply just list the name of that company here and their address on No. 13. Under No. 14, they’re asking for a brief description of the type of business. Now this doesn’t have to be an elaborate sentence; it can just be a few simple words, such as this example: plastics manufacturing and shipping. Other examples could say landscaping services, marketing consulting, etcetera. Then at No. 15, you’re going to list the date, and you’re going to print your name. Under “Title”, you can put “Managing Member”; afterwards, once you print out the document, you’ll simply sign here where it says “Signature”, take your payment of $20, and you’re going to send that to the State. Again, the accepted forms of payment and the address where to send this document to are listed below the video. So let’s go over some important points which we mentioned earlier in the video: that this initial Statement of Information is going to be due within 90 days of the approval of your LLC, and then it will be due again within two years of the Approval Date. Again, it’s basically a way for the State to make money (and most importantly they keep your contact information up-to-date); and if businesses don’t file the Statement of Information, it helps the State keep the records clean because they eventually dissolve and shut down businesses. So you’ll have to come back to this lesson, and in approximately a little bit less than two years, you’re going to download this document again and just make changes to any information that’s updated. If there’s no changes to any of the Nos. 5, 6, 7, 8, 9, and 10, all the way down to 14, it’s really simple: all you do is put the Name of the LLC, your Secretary of State File Number, you check off No. 4 that says there’s been no changes, go down to No. 15, fill in the date, your name, your title and sign. Let’s just do one quick walk-through again before we wrap this up: again, No. 1, Name of the LLC; No. 2, Secretary of State File Number; No. 4, for the initial Statement of Information, you leave it unchecked; for the ongoing Statements of Information, you check it off if there have been no changes, or you leave it unchecked, and then you go ahead and just update your address below; No. 5, you’re going to list the street address (or in this case this is the principal office address) of the LLC, and you’re going to list it again in No. 7, the address of the California office. If your LLC is out-of-state, in No. 7, you can list the street address. Down here, in No. 13, the address of the Registered Agent, you can put that up here for your California address if you don’t have an address in the State (hopefully that makes sense). No. 8, you can skip over. No. 9, you’re going to list the Names and Addresses of the Member or the Members of the LLC. No. 12, you’ll list the name of the Registered Agent. No. 13, you’re going to list the address of the Registered Agent. 14, a brief description; and 15, you date, print your name, your title, and then you print out this form and sign the document. Alright, and that completes this Lesson.

Next Step: $800 Annual Franchise Tax

Once you’ve reviewed this lesson, or filed your Statement of Information, you can then proceed to the next lesson: California LLC annual franchise tax.

California Secretary of State Contact Info

If you have any questions, you can contact the California Secretary of State at 916-657–5448. Their hours are Monday through Friday from 8am to 5pm, Pacific Time.

Matt Horwitz
Founder & Educator, LLC University®
Forming an LLC shouldn't be so complicated. Our step-by-step guide will make the process a breeze – and no complex legal jargon! LLC University® teaches people how to form an LLC for free in all 50 states. We hope you find our free guides and resources helpful in your business journey.
Disclaimer: Nothing on this page shall be interpreted as legal or tax advice. Rules and regulations vary by location. They also change over time and are specific to your situation. Furthermore, this comment section is provided so people can share their thoughts and experience. Please consult a licensed professional if you have legal or tax questions.

4 Comments

  1. Eveline C Matara June 23, 2017

    Very helpful and clear information! I only wish I had read it sooner. Thank you.

    reply
    • Matt Horwitz June 23, 2017

      Thank you for the nice comment Eveline. You’re welcome :)

      reply
  2. Pedro Gonzalez February 4, 2018

    MR Horwitz, Just wanted to say thanks for all the info you provided. I’m doing my best to start a small trucking company and don’t have too much money and everything I can do myself really helps me and my Family. Again thnk you so much.

    reply
    • Matt Horwitz February 9, 2018

      Pedro, thank you so much for the nice comment, I’m so happy to hear that :) I wish you nothing but the best in your business!

      reply

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