How to incorporate in California
One of the benefits of incorporating a company in California is that you only have to have three officer positions and all three of the positions can be filled by the same person. Something else to keep in mind when incorporating a company in California is that if the corporation only has two shareholders the corporation only need s to have two Board members, if there are three shareholder there must be three board members.
Before you can begin forming a corporation in California, you will need to choose a name. When choosing the name for the corporation you will want to choose a business name that is different from other businesses in your industry, so that the two businesses cannot be confused. You also want to choose a business name that is different from any other registered business in the nation. If your chosen name is already in use, you will need to choose something else.
The next step to incorporating your business in the State of California is to fill out your articles of incorporation. The initial list of directors does not have to be included with the articles of incorporation, but they must be made available to the general public once you have formed your corporation. The registered agent must also be made available to the public after your have incorporated your business. If you choose to list the directors, they will need to sign and acknowledge the articles of incorporation.
Stock information must also be included in the articles of incorporation. If your corporation is only going to authorize the issuance of one class of stock you will need to identify the total amount of shares that are going to be authorized by your corporation. If you are issuing no par value stock, you can authorize an unlimited number of shares. You can always increase the number of shares at a later date by filing an amendment with the state. Once you have filled in all of the required information for the articles of incorporation you will need to file them with the state. To file the articles of incorporation you will need to pay a $100 filing fee. Once your request has been processed, your business will receive a certificate of incorporation.
Upon receipt of your certificate of incorporation, you will need to hold an annual corporation meeting so that you can elect your board of directors. You will also need to adopt the corporation’s bylaws that you prepared along with the articles of incorporation so that the rules for governing your business are clear. If no bylaws are adopted the state can govern how your corporation is run.
Since you are a newly formed corporation, you will an $800 franchise tax upon incorporating your company. After you have formed your corporation, you will still need to pay the $800 franchise tax each year to keep your incorporation status valid. Unlike other states, you will only need to file an annual report every other year. When you file those reports, you will need to pay a $25 annual report fee.
Obtaining a corporate seal stamp is not required, but it can help when forming a corporation. Many banks will require you to have a corporate seal stamp to open up a business bank account; you will also find it useful if you are going to be doing business in other countries.
