How Do I Become Incorporated in California?
Under California law, incorporation includes the formation of either a corporation, Limited Liability Company (LLC) or a non-profit corporation. All three entities involve similar requirements for incorporation such as choosing an original name, drafting the company's Articles of Incorporation/Organization and and filing an application with the California Secretary of State.
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Instructions
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Choose a name for you company or organization. For corporations and LLCs, California law requires the name to include an indication of its incorporated status, such as including the abbreviation Inc. or LLC in the name.
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Check to see if your proposed name is available for use by searching the California Secretary of State's business entity name database. Under the law, all incorporated entities must have names that are unique. If your search results in a same that is the same or similar you will have to decide on another name.
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Choose an initial company/organization director or directors. California laws requires that all incorporated entities have a director at the time of formation. For corporations, the law requires at least three directors at formation. You may skip this step if you are forming an LLC.
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Find a registered agent. A registered agent is any individual or entity such as another company, who agrees to receive legal service and official government documents on behalf of the company. California law requires that each incorporated entity have a registered agent at the time of formation.
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Draft Articles of Incorporation and Articles of Organization. The Secretary of State provides blank Articles for download that you can use. In the alternative, you can draft your own. At a minimum, the Articles need to include the name and address of the company, the name, address and signature of the company/organization's registered agent and the name, address and signature of the company's directors
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Draft the company by-laws or operating agreement. By-laws/operating agreements should include important internal company/organization information, such as the procedures and descriptions of how the company will be managed, how company meetings will be arranged and who may call for a meeting, how shares or distributed (for a corporation) or how a member may join (for an LLC).
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File your Articles of Incorporation and Articles of Organization and the applicable filing fee with the Secretary of State. Once your articles have been reviewed by the Secretary you will be notified of your company/organization's incorporation.
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Tips & Warnings
Once incorporated, you still need to complete a range of requirements such as holding an organizational meeting, opening a bank account, filing for an employee identification number (EIN) if you will have employees, obtaining all applicable licenses and filing an initial annual report.
References
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