Registering Business in California

MyUSACorporation

If you decided to open a new business that will be based in California you can choose from several options: Sole Owners Sole Proprietorship: Sole owners of California-based businesses could opt for sole proprietorship as the easiest form of business organization. Not the most recommended, given the liability a sole proprietor assumes as a result of owning a business. No registration with California Secretary of State is necessary, but it is recommended to register a fictitious business name statement (DBA), and if you plan to hire employees then also obtain an EIN. REMEMBER: Whenever you file a fictitious business name statement in California you are required to do newspaper publication within 30 days after filing. Learn more about California publication requirements here. Single Member LLC: Limited liability company, as the name suggests, is an entity that allows its owners to limit the liability of the business to the entity itself, shielding the owners' personal assets. This type of entity is recommended for most small businesses. By default your LLC will be taxed as "disregarded entity", meaning you will file your LLC tax return as part of your personal tax return. Keep in mind though - LLC is a flexible entity, which means you have the option of electing it to be taxed as S-Corp (assuming you are a U.S. person) or C-Corp. Learn more about LLC here, and about the details of forming LLC in California here. Corporation: You can also form a corporation and be a sole shareholder with 100% of all shares. Corporations have more formalities than LLCs (for example in California you are required to have bylaws and maintain minutes of meetings in corporate records), but provide similar limited liability protection. That's one of the reasons this entity type is often more suitable for bigger companies, or those who seek major investment. Corporations can be taxed as S-Corp or C-Corp, with each form of taxation having its pros and cons. Keep in mind, you can elect your corporation to be S-Corp only if you, as the sole shareholder, are a U.S. person. Learn more about corporations here, and about the details of incorporating in California here. One of the major drawbacks of refistering a corporation or an LLC in California is the state's notorious $800 minimum annual Franchise Tax for organized entities. Franchise Tax makes California the most expensive state to register your business in (in terms of annual cost), which is the reason many Californian businesses choose to operate as unorganized entities (sole proprietors and general partnerships) as long as they can. As much as the Franchise Tax is high, in our opinion the value a California business receives from organizing as limited liability entity would often outweigh the added annual cost. We do recommend you to consult your legal and tax advisors whenever deciding on the type of entity for your business. https://www.myusacorporation.eu/california.html