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Incorporating in California

For complete and current information concerning California corporations you should go to the state’s official web site. The following is not an attempt to present all you need to know when forming a corporation in California but rather to call your attention to just some of the basic information and requirements you may want to know as you submit information to form your corporation.

The information herein is cited from the the state’s official web site, and while we make every effort to ensure its accuracy, MaxFilings cannot and does not guarantee that all of the information is accurate or complete and/or current and should therefore be independently verified.

California corporation name:

A California corporation’s name cannot be one which is likely to mislead the public or which is the same as, or resembles so closely as to tend to deceive, the name of any other entities’ names registered or reserved under the laws of California.

California corporation board of directors:

A California corporation with three or more shareholders must have at least three directors while those corporations with fewer than three shareholders need have only at least as many directors as shareholders. The bylaws must state the number of directors that comprise the board of directors; or that the number of directors shall be not less than a stated minimum nor more than a stated maximum (which in no case shall be greater than two times the stated minimum minus one), with the exact number of directors to be fixed, within the limits specified, by approval of the board or the shareholders in the manner provided in the bylaws.

California corporation officers:

A California corporation shall have a chairman of the board or a president or both, a secretary, a chief financial officer and such other officers with such titles and duties as shall be stated in the bylaws or determined by the board and as may be necessary to enable it to sign instruments and share certificates. The president, or, if there is no president, the chairman of the board, is the general manager and chief executive officer of the California corporation, unless otherwise provided in the articles or bylaws. Any number of offices may be held by the same person unless the articles or bylaws provide otherwise. Except as otherwise provided by the articles or bylaws, officers shall be chosen by the board and serve at the pleasure of the board.

California corporation shareholders’ and directors’ meetings:

An annual shareholders’ meeting shall be held for the election of directors on a date and at a time stated in or fixed in accordance with the bylaws. Special meetings of the shareholders may be called by the board, the chairperson of the board, the president, the holders of shares entitled to cast not less than 10 percent of the votes at the meeting, or any additional persons as may be provided in the articles or bylaws. Shareholders’ meetings may be held at any place within or without California as may be stated in or fixed in accordance with the bylaws.

Directors’ meetings may be called by the chair of the board or the president or any vice president or the secretary or any two directors. Regular meetings of the board may be held without notice if the time and place of the meetings are fixed by the bylaws or the board. Special meetings of the board shall be held upon four days' notice by mail or 48 hours' notice delivered personally or by telephone, including a voice messaging system or by electronic transmission by the corporation.

California corporation reporting:

See California Corporations Code Section 1500-1512

California taxes:

See the California Franchise Tax Board web site

California Registered Agent:

California corporations are required to have a registered agent in California. By having MaxFilings provide you with a professional registered agent, you can be assured that all legal documents, tax documents, annual reports, and correspondence with the state and regulatory agencies will be handled promptly, professionally, and efficiently.

Start forming your corporation now:

If you’re ready to form a California corporation, you can start entering your information now. You’re under no obligation, and there is no charge until you actually place your order.

Incorporate in California