How to Incorporate a Business in California
Learn how to incorporate a business in California: Articles of Incorporation, state fees, registered agent requirements, and ongoing compliance. File for $0 + state fee with Bizee.
Bizee Editorial Staff
Editorial Team
California corporation at a glance
Filing fee: $100 (Articles of Incorporation, standard); $350 expedited
Processing time: Approximately 5–7 business days standard; 24 hours expedited
State agency: California Secretary of State
Annual report due: Statement of Information (Form SI-550) due within 90 days of incorporation, then every year by the last day of the anniversary month
State tax rate: $800 minimum franchise tax annually; corporate income tax rate 8.84% (C Corp)
How to incorporate in California
To incorporate in California, you file Articles of Incorporation with the California Secretary of State, pay the state filing fee, appoint a registered agent, and meet a handful of post-formation requirements. The process is straightforward, but California has a few requirements that catch people off guard — especially the $800 minimum franchise tax that kicks in almost immediately.
Step 1: Choose and confirm your corporate name
Your corporation's name must be distinguishable from other registered businesses in California and must include a corporate designator — "Corporation," "Incorporated," "Limited," or an abbreviation like "Corp." or "Inc." You can check name availability through the California Secretary of State's business search before you file.
Step 2: File Articles of Incorporation
The Articles of Incorporation is the document that officially creates your corporation. You file it with the California Secretary of State. The form must include your corporate name, a statement of purpose, the name and address of your registered agent (called an "agent for service of process" in California), and the number of authorized shares.
The standard filing fee is $100. Expedited processing — typically 24 hours — costs $350. Standard processing runs approximately 5–7 business days.
Step 3: Appoint a registered agent
Every California corporation needs a registered agent — a person or business with a physical California address who accepts legal documents on your behalf. You can serve as your own registered agent, but many business owners use a registered agent service to keep their personal address off public records and make sure nothing gets missed.
Step 4: File your initial Statement of Information
Within 90 days of incorporation, you need to file a Statement of Information (Form SI-550) with the California Secretary of State. This form lists your directors, officers, and registered agent. The filing fee is $25. After the initial filing, you'll file annually by the last day of your anniversary month.
Step 5: Get an Employer Identification Number (EIN)
An Employer Identification Number (EIN) is your corporation's federal tax ID. You need one to open a business bank account, hire employees, and file federal taxes. You can apply for an EIN for free at irs.gov/ein — the IRS issues it immediately when you apply online.
Step 6: Adopt bylaws and issue stock
After filing, your board of directors needs to adopt corporate bylaws — the internal rules that govern how your corporation operates. The board must also pass a written resolution authorizing the issuance of shares, specifying the number, class, and consideration for each share. Stock certificates are then issued to shareholders as evidence of ownership.
Choosing your corporation type
When you file Articles of Incorporation in California, your business is a C Corporation by default. Most entrepreneurs choosing to incorporate are choosing between a C Corp and an S Corp — the other types (Professional Corporation, Close Corporation, Nonprofit) apply to narrower situations.
C Corporation
A C Corp is the default corporation type and the structure most investors expect. It can have unlimited shareholders, issue multiple classes of stock, and raise capital from both U.S. and international investors. The trade-off is double taxation — the corporation pays corporate income tax at 8.84%, and shareholders pay personal income tax on dividends.
S Corporation
An S Corp is a tax election, not a separate entity type. You form a C Corp first, then elect S Corp status with the IRS. Income and losses pass through to shareholders' personal tax returns, avoiding double taxation. S Corps are limited to 100 shareholders, all of whom must be U.S. citizens or residents. A tax professional can help you figure out whether the S Corp election makes sense for your situation.
California corporation fees and taxes
California's incorporation costs are predictable, but the $800 minimum franchise tax is the one that surprises most new business owners. It's due by the 15th day of the 4th month after incorporation — so if you incorporate in November, you owe it by March 15 of the following year, regardless of whether your business has earned any income yet.
Articles of Incorporation filing fee: $100 (standard) or $350 (expedited)
Statement of Information (Form SI-550): $25, due within 90 days of incorporation
Minimum franchise tax: $800 per year, due by the 15th day of the 4th month after incorporation
Corporate income tax rate: 8.84% on net income (C Corp); 1.5% for S Corps
EIN: free, applied for directly through the IRS at irs.gov/ein
Ongoing compliance requirements
Forming your corporation is the first step. Staying in good standing in California means keeping up with a few recurring requirements each year. Missing them can result in penalties or the state suspending your corporation's ability to do business.
Statement of Information (Form SI-550): file annually by the last day of your anniversary month; $25 fee
Minimum franchise tax: $800 due every year by the 15th day of the 4th month of your tax year
Payroll taxes: if you hire employees, register with the California Employment Development Department (EDD) for state payroll taxes including unemployment insurance
Registered agent: maintain a registered agent with a physical California address at all times
If you have employees, you'll also need to register with the California Employment Development Department for state payroll taxes. The EDD handles unemployment insurance and state disability insurance withholding.
Frequently asked questions
To incorporate in California, file Articles of Incorporation with the California Secretary of State, pay the $100 state filing fee, appoint a registered agent, and file a Statement of Information (Form SI-550) within 90 days. You'll also need an EIN from the IRS and must pay California's $800 minimum franchise tax within the first few months.
Starting a corporation in California means filing Articles of Incorporation with the Secretary of State. Choose a corporate name with a designator like "Inc." or "Corp.," name a registered agent, specify your authorized shares, and pay the $100 filing fee. After approval, adopt bylaws, issue stock, get an EIN, and file your initial Statement of Information within 90 days.
The Articles of Incorporation filing fee is $100 for standard processing or $350 for expedited 24-hour processing. On top of that, you'll owe a $25 Statement of Information fee within 90 days and California's $800 minimum franchise tax, which is due by the 15th day of the 4th month after incorporation — regardless of revenue.
It depends on your goals. A C Corp is the default and works best if you plan to raise outside investment or issue multiple classes of stock. An S Corp is a tax election that avoids double taxation by passing income through to shareholders, but it's limited to 100 U.S.-based shareholders. A tax professional can help you figure out which structure fits your situation.
Yes. California corporations file a Statement of Information (Form SI-550) rather than a document called an "annual report," but the requirement is the same. The initial filing is due within 90 days of incorporation. After that, you file annually by the last day of your anniversary month. The fee is $25 each time.
Yes. Every California corporation must name an agent for service of process — the California term for a registered agent — in its Articles of Incorporation. This person or business must have a physical California address and be available during business hours to accept legal documents. You can serve as your own agent, but many business owners use a registered agent service to keep their personal address off public records.
The $800 minimum franchise tax is due by the 15th day of the 4th month after your corporation is incorporated. For example, if you incorporate in November, the first payment is due by March 15 of the following year. The tax is owed every year regardless of whether your corporation earns any income.
It depends on what you need. An LLC is simpler to run and has fewer ongoing formalities — no board meetings, no stock issuance, no bylaws required. A corporation makes more sense if you plan to raise venture capital, issue stock to employees, or eventually go public. Both structures owe California's $800 minimum franchise tax. A legal or tax professional can help you figure out which fits your business.
