California LLCs: Don't Miss Filing Form LLC-12

Introduction to Statement of Information California

A Statement of Information is a form that business entities operating in California must file with the California Secretary of State. It provides essential details about the business to keep records updated.

Importance of Filing and Purpose

Filing a Statement of Information helps maintain transparency and keeps the state updated about your business. Such updates help with legal and regulatory matters and ensure the business can be contacted if necessary. Missing the deadline can lead to fines or losing your right to operate. When you file, the form requires you to provide details, including your business name, address, officers, and registered agent.

Who Needs to File a Statement of Information in California?

Corporations, LLCs, and some nonprofit organizations must file a Statement of Information with the California Secretary of State. This requirement applies to both domestic (California-based) and foreign (out-of-state) entities registered to do business in California. However, certain types of businesses, such as sole proprietorships and general partnerships, are generally exempt from this filing requirement.

How to File a Statement of Information

Filing a Statement of Information in California can be done online or via paper submission.

Online Filing

To file online, you can:

• Visit the California Secretary of State’s website

• Log in or create an account

• Select the appropriate business type (corporation, LLC, etc.)

• Complete the required fields with accurate information

• Review the information for accuracy

• Submit the form and pay the filing fee

Filing online is typically the quickest and most effective way to file.

Paper Filing

To file with paper, you can:

1. Download the appropriate California Statement of Information form from the Secretary of State’s website.

2. Complete the form on your computer or write your information on the printed form. (Be sure to fill in all required fields.)

3. Mail the form and the filing fee to the address provided on the form.

Frequency of Filing in California

The frequency of filing a Statement of Information varies depending on the type of business entity. 

Annual Filing

Corporations must file a Statement of Information every year. This frequent filing helps keep detailed records current, reflecting any changes in the company’s officers or address. Since corporations often have more complex structures and frequent changes, annual updates are necessary to maintain accurate state records.

Biennial Filing

Limited Liability Companies (LCCs) and Limited Partnerships (LPs) are generally required to file a Statement of Information every two years. LLCs and LPs generally have fewer changes in their management and less complex structures than corporations. Therefore, a biennial filing schedule is sufficient to keep their information current.

Specific Timelines

The filing year for a Statement of Information typically runs from the date of incorporation or formation (not from the calendar year), and there is a statutory required six-month filing window. This makes knowing when to file somewhat confusing. You should prioritize keeping track of your filing schedule to avoid penalties and ensure that your business remains in good standing.

Costs Associated with Filing a Statement of Information

The cost to file a Statement of Information in California is relatively modest. 

Filing Fees

As of the latest update, the standard filing fee is $25 for corporations, and $20 for LLCs. This fee covers the basic filing process.

Penalties for Late Filing

If you miss the deadline, penalties can range from $250 to $500 or more. The amount depends on how late the filing is.

Additional Costs

If you need expedited service for faster processing, you may incur additional costs. Also, check for any updates to filing fees or requirements to minimize unexpected expenses.

Consequences of Not Filing a Statement of Information

Failing to file a Statement of Information can lead to serious consequences, including legal penalties, administrative dissolution of the business, and a negative impact on business operations.

Legal Penalties

As noted above, not filing may cost you a fine. Late fees can increase based on how long the filing is overdue. In addition, the California Secretary of State’s office may initiate administrative proceedings if a business fails to meet filing requirements.

Administrative Dissolution

Failure to file can lead to the administrative dissolution of your business. In other words, your business may be forced to shut down. You would need to correct the issue to restart operations.

Impact on Business Operations

Failing to file may also make it harder to enter into contracts because you are unable to obtain the necessary permits or licenses. Additionally, it could impact your ability to secure financing. Staying current with filings helps maintain smooth business operations.

Tips for Timely and Accurate Filing

To ensure that you file your Statement of Information on time and accurately, consider the following tips:

• Set reminders—use a calendar or reminder system to track your filing deadlines.

• Stay organized—keep all necessary business information and documents easily accessible.

• Review regulations—regularly review the California Secretary of State’s guidelines to stay informed about changes.

Ensure all information is accurate and complete before submitting your form. Double-check your information to prevent errors that could lead to penalties.

Resources and Support

Consult the California Secretary of State’s website for updated guidelines. If you’re unsure about the filing process, consider consulting with a legal or business professional.

FAQs About the Statement of Information in California

1. How Much Does a Statement of Information Cost in California?

The filing fee is $25 for corporations and $20 for LLCs. Late filings may incur additional penalties.

2. What Happens If You Don’t File a Statement of Information in California?

Failure to file can result in administrative dissolution, loss of good standing, and financial penalties.

3. How Often Do I File a Statement of Information in California?

Generally, corporations file annually and LLCs file biennially. Specific timelines can vary based on the business type and initial filing date.

4. What Information Is Required for a Statement of Information?

Key information includes the business’s principal address, names and addresses of officers or members, and the registered agent’s details.

5. Can I File a Statement of Information Online?

Yes, the California Secretary of State offers an online filing system that is convenient and efficient.

CA Statement Filing: Conclusion and Key Points

Filing a Statement of Information in California is vital to maintaining your business’s legal standing and operational integrity. By understanding the requirements, costs, and penalties of non-compliance, you can ensure that your business remains in good standing with state regulations. Use the tips provided to streamline the filing process and keep your business on track.