- A Statement of Information must be filed with the California Secretary of State (SOS) each year. In order to file it, you must create an account on the SOS website and follow their instructions.
- Begin by selecting “Business Entities” from the “Online Services” drop-down menu and clicking on “Statement of Information.” Here, you will be guided through a series of steps in order to log in or create an account and file it online.
- Once you have an account, you can view your statement online and/or print a copy for your records. The SOS website has several FAQ sections that should answer most questions.
- You must have previously registered your entity with the SOS as a foreign one or formed it in California as a domestic entity.
- If your entity is formed in California, you must file a Statement of Information for each branch office or subsidiary that you have.
- If your entity is formed in Nevada, Texas, Washington, or Wyoming, you must file a Statement of Information for each branch office and subsidiary that you have.
California LLC Statement of Information fee
The Statement of the Information filing fee is $50.00, which can be paid by check or money order.
California Limited Liability Company with more than 20 members must file a Statement of Information.
It is important to note that the filing fee for a California LLC with greater than 20 members is $500. The California LLC should also still file their annual report in this case because the annual report must contain data for all members and officers, as well as the company’s Ownership Disclosure Statement.”
Business Address – California Office
In order to operate your entity in the state of California, it is important that you maintain a business address. Your business address must be the same as your residential address. If you have more than one residence, you must register each one separately.
If you are registering your business address for the first time, a registration form for your entity will be sent to the mailing address listed on your annual reporting. You will be required to verify the accuracy of your mailing address and provide a Business Purpose Statement if your name is not already listed in the Record Owner section.
Sample Statement of Information Requirements
List the name and address of each member.
List the amount of each member’s capital contribution, including date, amount, interest rate, the amount payable on any installment financing; and if business members contributed funds in exchange for consideration, you must also list their names and amounts owed.
If any officers or directors are members of the LLC, they should be listed here as well. Officers will also be required to sign this section.
The Statement of Information section must also include a piece of financial data prepared by an independent certified public accountant. It should include the balance sheet, income, or cash flow statement depending upon the business organization’s fiscal year.
In order to have a full and complete financial reporting package, a copy of the California LLC’s Profit and Loss (Loss) Statement must be included as well as a 1 year period balance sheet. It must also include a description of the business purposes, available funds, and sources of income.
The statement shall also demonstrate that the financial condition and responsibilities of members are clearly set forth.
Disputing a Penalty Assessed to a Business Entity
California businesses are required to have filed Statement of Information with the SOS. A penalty will be assessed if the form is not filed within its due date.
It is important to note that the penalty for late filing is $50 per entity per month (or any part of a month) that it is late, up to a maximum of $30,000.
If the penalty is not paid after 45 days, a 15% late fee will be charged to the balance due. All penalties must be paid within 90 days from their due date.
The California Secretary of State is authorized to refuse to accept or process a Statement if it contains any false, incomplete, or misleading data.
Officers and directors who do not cooperate with an investigation by the California Secretary of State may also be subject to fines and/or possible jail time for each day they fail to cooperate with the investigation.
Although the statement may be a simple and straightforward form, there are some key laws that must be followed in order for the filing to be accepted. Many of the SOS company regulations require that every entry listed is accurate.
Entries that are untrue or misleading will result in your Statement of Information being denied.
Consequences of Forgetting to File California’s Statement of Information
The penalty is a 4% surcharge on all interest charged and on any balance due.
There may also be consequences when you fail to file California’s Form 8938 with the IRS reporting requirements (see below).
If you fail to file your federal, state, or local tax return in a timely manner, all seven of your required tax payments could be due.
All seven tax payments (including penalties and interest) will be due. Many people who receive late notices of assessment from the IRS or state government fail to pay them, even when they are due.
If you file your tax return late and owe taxes, you may have to pay a penalty for each month or part of a month that your return was not filed on time.
Things to Know About California’s Statement of Information
In General, you will need to get California’s Statement of Information completed in order to complete the annual report. The real estate agent or company that holds the deed is also required to file this form. The form is straightforward and has a simple list of items to fill out.
However, there are some things that should be noted for anyone who is not sure if they are doing things correctly.
You must use your legal name on the form.
You are not permitted to use an assumed name on the Statement. This means that if you have a dba (also called doing business as), a fictitious business name, or have changed your name, you will need to file an application so that your Statement of Information reflects your new dba.
The California Secretary of State will then send out another copy with the new name included and you will be required to verify its accuracy. The penalty for this is $50 per dba/doing biz.
You are required to have all officers, directors, managers, and members complete a Statement of Information.
You must include all of your business data. This includes your bank account information and any financial statements that you will be providing with the annual report.
You will need to verify whether or not you are registered to conduct business in California with each entity you have created; if not, you must register each entity separately.
If you are a real estate agent and hold the deed on your behalf, in most cases the company responsible for transmitting your annual report will include you as an additional member. This means that you will be able to sign and certify the annual report with signatures from all of your members.
Statement of Information Approval (online filing)
If you are filing a Statement online, you will be able to get the file approved. There is no cost for this service if your company does not have a California agent or receive any fees from another party for the transmission of your annual report.
You will be required to provide the total amount of principal amount of shares and/or interest earned during the year.
Statement of Information Electronic Filing
If you are filing a Statement of Information electronically, the filing format is provided on the website of the Secretary of State. The SOS does not charge for this service as long as it is your first online filing of this nature.
However, there are additional forms required for electronic filings that have to be completed together with the original statement. These forms include a form to register your broker-dealer or agent and an amended Business Entity Statement.
Statement of Information Due Date
It is due no later than March 1st following the end of the fiscal year. For this reason, it is not unusual that some businesses choose to file electronically because it gives them additional time.
The Annual Report Due Date
The annual report must be received by the SOS within 90 days from when the California Secretary of State sends out the annual report package. You can request an extension, but you will be charged an additional three-dollar fee for every 30 days that you are granted an extension.
If you have any questions about filing California’s Statement of Information, please contact a business attorney to discuss your options.
Statement of Information – Instructions & Examples for Filing California’s Annual Report
- Go to the website of the California Secretary of State and create an account. It is important that you use a valid e-mail address for your new SOS account.
- Renew Business Licenses
- Download the Statement of Information Packet. The packet includes a cover letter, statement of information, and other supporting documentation.
- Make sure to complete any applicable sections including the names and addresses of all business entities, officers, directorship information, prior business history, and data pertaining to your company.
- You can either download each statement of information individually or you can print them in blocks. The SOS does not require that you complete each one individually, so don’t worry if there are gaps between statements.
- Save the Statements of Information Packet in a separate folder. It is safe to agree with your company’s other staff members to save all the documents together as they will be needed for the annual report once you send it out.
My business made little or no money. Do I still have to file the Statement of Information?
When you make little or no money, you are required to file a Statement of Information. In addition to this, your company must file an annual report. An annual report is a form that requires officers, directors, and California residents to provide proof of value and other personal details. This information must be signed under oath and sent back to the SOS.
Is there a penalty if I don’t file an LLC Statement of Information?
If you are not a registered representative, broker-dealer, or agent of an unregistered company you will be charged a penalty of $50 for each month that the statement is not filed. In addition to this, the company may be revoked from registering as an LLC or doing business under a dba by the California Secretary of State.
Does my business need to file a Statement of Information if I don’t have a California resident on staff?
If your LLC is registered as an out-of-state company, you are still required to file the statement with the Secretary of State. It must be filed electronically or via paper.
Here you must include all officers, directors, and addresses for your company’s bank account and other business information.
How to file your Statement of Information (by mail)
The following instructions explain how to file the Statement of Information:
- Complete the form and submit it in person, by mail, or via fax. You may also download and submit the Packet electronically. If you are reluctant to complete the form, you can still send your completed form by mail or fax. Your data will be forwarded directly to our office for processing in order to get your report ready for mailing out. You will not be charged a penalty for late filing if this occurs but please do try and ensure that you file as quickly as possible so that we are able to process it as quickly as possible since everything is done manually with paper records!
- If filing electronically, make sure to include all statements of information for the following years.
- Print and save a copy of your Packet for your records. This form must be signed under penalty of perjury and is a legal document.
When is my LLC Statement of Information due?
If filing electronically, it is due no later than March 1st each year.
What is Needed to File a California Statement of Information?
Your Statement of Information must reflect who is a director or officer of your company. This includes all immediate family members.
You also must provide all addresses that are used by your company including your principal office, business address, mailing address, and any other address that is regularly used by your corporation for business purposes.
In addition to this, you must provide the names of all shareholders including their roles in the company.
If you are required to file a Statement of Information, you will be charged a fee of $50. It is important that you file it in a timely manner so as to ensure that it doesn’t take up the extra time of anyone else.
Keep in mind that there are no penalties for filing late, but it would be nice if someone didn’t have to do the work!
California’s Statement of Information does not charge a fee for those filing electronically. You may opt to fax or mail your completed form.
How to file your Statement of Information (online)
Use this easy online process to submit your Statement of Information electronically.
- Go to the website of the Secretary of State to create an account. It is important that you use a valid e-mail address for your new SOS account.
- Login to your SOS account and select Business Services from the menu options on the left side of the screen. Select Online Services and you will be taken to a new screen.
- Select the FAQs tab to read more about the Statement of Information Packet and other online services as well as important deadlines.
- Complete the following two sections of the online service about your articles of organization: a) Company Information – This section is where you provide all of your answers regarding your company’s officers/directors and shareholders are filed for in regards to California law. It is an application, which is a legal document that you must obtain before doing business in California as an LLC or using a dba. b) Directors and Officers – This section is meant to attach all personal information regarding your officers and directors including their relationship to you and to your company. You can attach agreements from bank accounts and other documents pertaining to board members to direct them on how they must fill out the Statement of Information.
- Make sure to select the Statements of Information Package option so that you are certain to receive all annual statements and package information in a timely manner.
- Upon submission, you will receive an email confirming your request and providing you with a confirmation ID number. It is important that you keep this number because it is your only means of retrieving your Statement of Information when it becomes available from the SOS.
What information is needed on California’s Statement of Information?
California’s Statement of Information is filled out for all the most basic information regarding your company and your officers/directors. You can find a Template for the Statement Of Information that is available free of charge here.
As you fill out this form, remember to provide your Company name, its state of formation, status as an LLC or dba, and operating location.
You should also include the names of all Officers and Directors as well as their relationship to the company. If you are not sure how to fill out this form, refer to a completed form or contact your account representative for further data.
Who needs to file California’s Statement of Information?
Every corporation that is formed in California must file a Statement of Information each year, provided that they have an active status. A status is considered active if any action has been taken by the corporation in the last year.
What is a Statement of Information (California)?
A Statement of Information is a document that must be filed with the California Secretary of State annually in order for your LLC to maintain its active status. It is due on or before March 1st and it must be completed by the following:
- The person who is acting as your company’s agent.
- Any officer/director if they have been appointed or elected within the past year.
- This can include all immediate family members who are involved and have an interest in your business, whether they be related by blood or not.
Who Must Sign the Statement of Information?
All Officers and Directors must personally sign the Statement of Information. For this reason, it is very important that you choose your officers/directors wisely.
Before you appoint anyone to an officer/director role, you should ensure that they are willing to accept this responsibility and even more so, that they are aware of what is required of them after the appointment has been made.
What is the California Deregistration?
There are circumstances when a California limited liability companies (LLC) might choose to delist as legal organizations. This is an option that only the board members of your company may make available. If you are interested in doing this, please view our statement of information form for delisting your company.
Does my California LLC file its Statement of Information electronically?
Yes, all corporations that are formed in the State of California must electronically file their Statement of Information. You can visit our page on filing it online to find the information you will need to submit your paper format through our online service.
We would recommend completing this information once a year so that you are not waiting until the last minute to complete your Statement of Information.