Register Foreign LLC in CA

[Sendill Arun]

Hi, 

Do you have any contacts for Lawers / Attorneys that can help me register foreign real estate LLC in CA ?

If any of you have done it yourself, any pointers on how this needs to be done.

Thanks!

[Jason Riddle]

Hi Sendill,

I'm currently in the process of doing this. I ended up using incfile.com to register, but there are other providers that offer a similar service. Their fee structure ended up being the following

CERT OF GOOD STANDING (required) - $25
REGISTERED AGENT FEE (optional, used incfile for registered agent) - $119
BUSINESS ADDRESS (optional, used incfile for mailing address) - $29
SERVICE FEE (flat fee) - $149

Total - $322

It's pricey but it feels nice having it all managed for you.

[Sendill Arun]

Thank you for your response. Confirming this is for registering foreign LLC in CA (and not for creating an LLC in CA) ?

How would I get certificate of good standing (assume that is for the existing out of state LLC) ? Is that included for $25 ?

And when and how do you pay the franchise tax?

Thanks!

[Jason Riddle]

@Sendill Arun

Responses are below

> Thank you for your response. Confirming this is for registering foreign LLC in CA (and not for creating an LLC in CA) ?

This is for registering a foreign LLC in CA.

> How would I get certificate of good standing (assume that is for the existing out of state LLC) ? Is that included for $25 ?

For the existing out of state LLC, you can request a certificate of good standing from Incfile (assuming you registered it with them). It's not included for $25. I didn't request it, but you can request it and I think it's an extra charge. I believe you can request this directly from the state's comptroller for free if you don't want to pay Incfile.

> And when and how do you pay the franchise tax?

My understanding is as follows.

1. For a single-member LLC, the annual franchise tax is $800. For LLCs, "the first-year annual franchise tax is due the 15th day of the fourth month from the date you file your business with the secretary of state. In subsequent years, the annual tax becomes due on the 15th day of the fourth month of your taxable year, which is generally April 15." (https://www.legalzoom.com/articles/what-is-the-annual-california-franchise-tax#:~:text=For%20LLCs%2C%20the%20first%2Dyear,which%20is%20generally%20April%2015.)

2. You may owe income tax on it as well. This may require filing a separate LLC income tax return.

3. I believe all of this is paid separately from the usual CA personal income tax.

I derived some of this information from https://www.ftb.ca.gov/file/wh....

Also, for your previous question

> Do you have any contacts for Lawers / Attorneys that can help me register foreign real estate LLC in CA ?

I'm working with Katie A. Lepore (https://www.mmpph.com/our-team...) from Miller, Monson, Peshel, Polacek & Hoshaw (http://www.mmpph.com). She's been very helpful in getting my questions answered. She would be able to help with registering a foreign LLC and also answer tax questions as well. Her email is listed on the page.

[Jeff S.]

This is one of the few times you don’t need an attorney or outside service company, @Sendill Arun. California makes it incredibly easy to register a foreign LLC. You can do this online and at no cost. You will first need a Certificate of Good Standing (or equivalent) that you obtain from the governing agency in the state your LLC was formed.

Here’s a link to the CA Secretary of State Business forms:   https://bizfileonline.sos.ca.gov/forms/business

Select Registration – Out-of-State LLC along the top row of forms. It will first ask you to create an account to log into the site. Then, just fill in the requested info and upload your Certificate of Good Standing.

You’re done.

This process will take ten minutes and is free. Of course, you’ll eventually have to pay the $800 minimum annual Franchise tax, so they get you one way or another.

You don’t have to use a registered agent. This is a privacy issue. Nor do you have to use an expensive service for this year after year. Talk to your accountant. He or she will likely be preparing your CA tax returns, which will now be required, and at an additional expense to you. Welcome to California.

[Sendill Arun]

Thanks a lot Jason and Jeff!! This is really detailed response. Have one last question on this. Does the Business Address in the out of state LLC registration have to match the Business Address on the LLC or can it be our personal address ?

[Sendill Arun]

Thanks a lot @Jason Riddle and @Jeff S. for your responses. I was able to file my out of state LLC with CA with your help. Moving on to filing the statement of information now. One of the entries in the form is "Type of Business. Describe the type of business or services of the Entity". Is there a standard verbiage that can be used here ?

For out of state LLCs, do you know if we need to file the statement of information annualy or every other year? 

When do I owe the Franchise tax if I filed my out of state LLC in CA in 2022 ? Would I be able to file it along with my taxes in the year 2023 (before April) ?

Thanks a lot!

[Frank Greg]

@Sendill Arun:

Thanks a lot @Jason Riddle and @Jeff S. for your responses. I was able to file my out of state LLC with CA with your help. Moving on to filing the statement of information now. One of the entries in the form is "Type of Business. Describe the type of business or services of the Entity". Is there a standard verbiage that can be used here ?

For out of state LLCs, do you know if we need to file the statement of information annualy or every other year? 

When do I owe the Franchise tax if I filed my out of state LLC in CA in 2022 ? Would I be able to file it along with my taxes in the year 2023 (before April) ?

Thanks a lot!

Based on some of and the array of questions, if you do require actual professional help  @Katie Balatbat might be a resource

[Sendill Arun]

Any pointers to filing CA form 568 ? Is there someone that could review/help us fill out this form ?