California secretary of state form llc47 [New Research]



Last updated : Aug 12, 2022
Written by : Sharon Mavis
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California secretary of state form llc47

Do you have to pay the $800 California LLC fee the first year?

Every LLC that is doing business or organized in California must pay an annual tax of $800. This yearly tax will be due, even if you are not conducting business, until you cancel your LLC. You have until the 15th day of the 4th month from the date you file with the SOS to pay your first-year annual tax.

What is the difference between LLC dissolution and cancellation?

Dissolution, also called winding up, is a process that members of an LLC will go through in preparation to cancel with the secretary of state and terminate the existence of the LLC. Cancellation is on the secretary of state's side, which terminates the rights, privileges, and powers of an LLC.

How do I wind down my LLC in California?

  1. File all delinquent tax returns and pay all tax balances, including any penalties, fees, and interest.
  2. File the final/current year tax return.
  3. Cease doing or transacting business in California after the final taxable year.

What documents are needed for a California LLC?

Creating your LLC in California requires two separate filings: Articles of Incorporation, and a Statement of Information. Your Articles of Incorporation form your business in California and the Statement of Information is a periodic filing first required within 90 days of formation.

How do I avoid LLC tax in California?

Can I avoid the California Franchise Tax? There's no way for a registered business to legitimately avoid the California Franchise Tax. Sole proprietors and general partnerships don't have to pay the California Franchise Tax, but they also don't have any personal liability protection.

How much is the annual fee for LLC in California?

Every LLC registered to do business in the state of California must pay an $800 annual fee called the Franchise Tax Board Fee or Franchise Tax. This acts as a minimum franchise tax for your company, so the fee applies as long as your LLC exists, even if it's inactive or operating at a loss.

When should I dissolve my LLC?

Dissolution generally occurs when the business purpose of the LLC is completed or ceases to be economically viable. The members may also agree to dissolve the LLC if they are at an impasse regarding fundamental decisions concerning the LLC's business operations.

What happens when a partner leaves an LLC?

Once a member withdraws (or dissociates) from the LLC, the LLC remains in business and does not dissolve. A dissociated member continues to hold an economic interest in the LLC for the same ownership interest percentage as their former membership interest.

Can you sue a Cancelled LLC in California?

It specifically allows a lawsuit against or by an LLC to continue after the LLC is canceled. This section was amended in 2015 and effective January 1, 2016. Section 17707.07 provides for enforcement of causes of action against dissolved LLCs.

How long does it take to dissolve a California LLC?

The California Secretary of State's processing times vary based on traffic, but it will probably take their office around 3-4 weeks to process your dissolution.

What happens when an LLC is dissolved?

As long as the LLC is active, the owner is required to file annual reports, pay annual fees, and pay minimum taxes. Formally dissolving an LLC puts an end to these requirements. It also gives creditors notice that the LLC can no longer take on debts.

What is the difference between termination and dissolution for an LLC in California?

These terms are often used interchangeably, but have distinct legal meanings. Dissolution is the winding up of the affairs of the entity in advance of the termination of the entity. Termination of the entity occurs when the entity ceases to legally exist.

How long does it take for an LLC to be approved in California?

Mail filings: In total, mail filing approvals for California LLCs take 2-3 weeks. This accounts for the 3-5 business day processing time, plus the time your documents are in the mail. Online filings: In total, online filing approvals for California LLCs take 3-5 business days.

Does an LLC need an EIN in California?

It is essentially a Social Security Number for businesses. An EIN is obtained by filing the Form SS-4 with the IRS, which can be done online. While most businesses will need an EIN, not every California LLC or corporation does.

Does an LLC need a business license in California?

LLCs, Corporations, LPs, LLPs, or GPs operating in California need to register and form their legal entity with the California Secretary of State's Office, file appropriate taxes, register as an employer, and obtain business licenses and other permits from appropriate cities or counties.

Should I pay myself a salary from my LLC?

Do I need to pay myself a salary? If you're a single-member LLC, you simply take a draw or distribution. There's no need to pay yourself as an employee. If you're a part of a multi-member LLC, you can also pay yourself by taking a draw as long as your LLC is a partnership.

Why are California LLC fees so high?

Every business pays the $800 annual franchise tax, which is applied to taxes owed, but LLCs are the only ones subject to California Gross Receipts tax. This is one of the biggest reasons why a California LLC is so expensive.

Can I file my LLC and personal taxes separate?

Single member LLCs classified as disregarded entities generally do not report their own income separately from their owners. However, they are treated as separate entities for purposes of the annual tax, LLC fee, tax return requirements, and credit limitations.

How do I pay the $800 franchise tax?

The state requires corporations to pay either $800 or the corporation's net income multiplied by its applicable corporate tax rate, whichever is larger. You may pay the tax online, by mail, or in person at the California Franchise Tax Board Field Offices.

Do I need to file Form 568 if no income?

You may not file form 568. if the business didn't have any income and expenses. Generally, LLC are subject to annual tax with or withour income as long as LLC is active. Depending on the state of incorporation, LLC is exempted to an annual tax during the first year of operation or taxable year was 15 days or less.


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California secretary of state form llc47


Comment by Lamonica Saffer

Thanks for this great article


Thanks for your comment Lamonica Saffer, have a nice day.
- Sharon Mavis, Staff Member


Comment by riblatst

hey this is attorney elizabeth weinstein and today we're going to do an overview of california's new online filing system to maintain your llc your corporation and do any other statewide business filings the new california system went up in early april 2022 and completely changed how everything looks for doing all of your online filing so what we're going to do today is just go over where to find everything in the new online filing system how to create a login and just generally how it works i'm going to do some other videos that's going to be about specific filings so about llc's corporations amendments statements of information all that kind of stuff so let's go ahead and get into it if you go to sos.ca.gov which is just the general website for the california secretary of state you'll find the biz right now the biz file online is this big huge giant link but if it's not there at the time that you're going on the website how you would find it is you just go to business and then scroll down and there you will find the biz file online system so let's go ahead and click on that so the new system has almost everything maybe even everything because i haven't gone through it looking for stuff that's online filing but almost everything can now be filed online this is very very exciting because california was one of the states where you still do a lot of stuff by paper so now we're finally going to get online filing for all the documents not just forming analyses and corporations and statements of information but let's go and look at how it works on the first page it has a bunch of links here for different resources and things to be honest i haven't found this to be helpful or a good way to find things look over here on the left side where you have a very simple menu home is where you are right now you have a search and then you have forms these are the two things that you're going to be using so let's go ahead and just do a basic search let's say you want to see the status of your llc or corporation right now make sure nothing wrong with it so i'm going to do that for my corporation epw small business law you just type it in the search hit the little search button and then you have to actually scroll down a bit to see the results the first time i did it i thought it wasn't working and there you have the entity information and it has some basic things here the initial filing day the status etc so you click on this and then it opens up in a sidebar and in the sidebar it gives you much more specific information here we have the filing date mike this corporation was created in 2012. it's active which means it's not like dissolved or something is wrong with it and then it has the standing with a bunch of different government agencies this is really helpful so you can see if it has a problem where do you go to fix the problem so the secretary of state sos good standing ftb that's the franchise tax board so that's the california taxes so if you didn't pay your franchise fee this is where you would have troubles but i didn't so it says good standing agent i'm thinking what they mean here is that you have a registered agent good this is the a um the v c f c f which is for some reason difficult for me to say is about corporate fraud i haven't ever had to come up with somebody yet but not no problem there it was formed in california it actually says it's a general stock corporation this is actually wrong my corporation is a professional corporation so it should say that here they i don't think they've completely put everything together it says the address principal address is your actual location address for your principal office the mailing address uh the statement of information due date so this is a really helpful piece of information that i don't think was simple to find before so every year for a corporation and every two years for an llc you have to file statement information in california which is in some other states would be called an annual report it's some it's there's always an annual or semi-annual every other year statement you have to file that really just update your address who are the corporate offices are that kind of stuff it's very basic in some states it costs more money and sometimes it's less in california this is actually one of the things that we have that's cheap so my next statement information is not due until 10 30 1 22 typically this is going to be on the anniversary of when you originally formed um it's like a month like the end of the month of when you formed and then i'm my own registered agent so in here you can see that you can request a certificate which is the certificate of status makes stating that your corporation or llc is active and legit and doesn't have any problems you would need that if you want to register as a foreign llc or corporation in another state and then you can also view the history and request access we'll talk about that in a minute so viewing history is going to pull up a pop-up that has the history of your llc your corporation starting from the beginning everything you filed isn't going to be in here there are some things that they just don't keep on file so an initial filing is here you can actually download it i'm going to download it just to like show you what it looks like and it's a pdf because back then they had to be followed by paper and so i actually had to type this up and i had to sign it with a pen and everything and this was filed back on october 1st 2012. then you i i think what happened here that says s-i delinquency for the year of zero i didn't file my statement information right after my corporation was created you have to do it within a short period of time i don't know what the time frame was back in 2012 and i think it and i remember that i eventually had to pay a late fee yes that is totally a cobbler has no shoes problem um i think the penalty certification was about that same thing then my um statement of information from 2019 is here and from 2012. so my 2019 statement information um has my current address and everything that's the last time i updated it to my current address and then my 2021 probably just says no change right so how it works in california is when you change things for your statement information you change your address something like that um your registered agent whatever then that's the one last one will be on file and all the ones you previously filed get deleted or not in the system i don't know what happens to them um if they're anywhere kept anywhere or not but they're not you can't retrieve them and then when you do a no change that's when it'll just say no change and so i probably did that in 2020 i did that in 2021 and then this summer sometime i will file my next no change so let's get out of this now you can see here it says request access so i'm not logged into this system right now i'm i i do have a login as a lawyer but i have i'm not logged in right this second so if i hit the request access button what it's going to do is it's going to ask me to sign in i'm not going to do that right this second and it wants you to sign in and then


Thanks riblatst your participation is very much appreciated
- Sharon Mavis


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