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How to Incorporate in California (May 2024 Update)

Meow Technologies, Inc.

Meow Technologies, Inc.

Thinking of starting a business in California? Forming a corporation in the Golden State can provide your new venture key benefits when it comes to taxes, funding options, and protecting your personal assets. However, properly incorporating involves several important steps. This comprehensive guide covers the entire process, from choosing a corporate name all the way to dissolving or reinstating your corporation down the road.

Choosing a Name and Business Address

The first step towards incorporating in California is making sure your preferred corporate name complies with state requirements and is distinguishable from existing names. Start by using the official business entity name search tool to ensure a proposed name hasn't already been taken. California corporate names must be unique enough that the public can clearly differentiate your business. You can reserve an available name for 60 days for a small fee.

When drafting your articles of incorporation, you'll also need to designate an official corporate address. You can use your home address, but this means it will enter the public record. To keep your privacy, consider using the address of a business incorporation service or commercial registered agent instead. These services allow your incorporation paperwork to list their business address rather than your home one.

Filing Registration Paperwork

After settling on an available name and address, the next step is formally registering with the state. First appoint a registered agent, an individual or company authorized to receive service of process and other important legal communications on behalf of your business. While you can technically serve as your own registered agent, most businesses prefer assigning this responsibility to a dedicated service for reliability and privacy reasons.

The main registration document you must file with the California Secretary of State is called the Articles of Incorporation. This legal document officially creates your corporation. It requires you to provide key details like your business's name and purpose, registered agent information, number of shares authorized, and the signature of your official incorporator. There is a $100 filing fee to submit articles of incorporation.

After your state filing is complete, take care of supplementary corporate documents like bylaws, stock certificates, and director resolutions. Your bylaws outline important internal processes and procedures related to meetings, voting rights, governance roles, finances and more. Though not filed with the state, adopting clear corporate bylaws is considered a best practice.

Complying with Taxes and Regulations

In addition to California business registration requirements, your new corporation must comply with relevant state and federal tax and regulatory obligations. Obtain your federal EIN tax ID number, which serves as a unique business identifier for tax filing, banking, licensing and other needs.

All California corporations owe a yearly minimum franchise tax of $800, plus additional amounts depending on income. You must also submit an annual Statement of Information updating your directors and contact information - the initial form is due within 90 days of incorporating. On the local level, don't forget to apply for county and city business permits or licenses specific to your company's location and industry.

Structuring and Operating Your Corporation

With the formalities covered, it's time to structure your internal operations. Issue stock certificates to initial company shareholders in exchange for financial or resource contributions to the corporation. Maintain detailed records of stock ownership and transfers.

Appoint your board of directors and schedule regular shareholder meetings to decide on strategy and elect new leadership when appropriate. Take detailed corporate meeting minutes and keep them with other essential documents in your official company records book or digital archive.

Remember to adhere to corporate formalities properly separating personal and company finances. Open dedicated corporate banking and credit accounts exclusively used for business. Consistently transacting via your entity name and established process is key for avoiding personal liability. For more information, take a look at our article on the key benefits of business checking accounts.

Amending, Dissolving or Reinstating Your Corporation

Over time you may need to modify your articles of incorporation, whether it's adjusting the purpose or authorized shares, appointing a new registered agent, changing the corporation name or headquarters address, or adding new leadership roles. Amend your state business registration by filing a Certificate of Amendment for most major changes.

If you decide to cease operations, voluntarily dissolve your California corporation by filing the appropriate forms with the Secretary of State - be sure your business entity is in good standing first and that shareholders unanimously approve. On the other hand, you can also reinstate a suspended corporation by submitting the necessary paperwork and paying back taxes or fees.

Qualifying an Out-Of-State Corporation to Do Business

Expanding an existing corporation from another state into California requires going through the foreign corporation qualification process. This involves appointing a local registered agent, obtaining a Certificate of Good Standing from your home state, and submitting a Statement and Designation form. Meet these major requirements and your foreign corporation will be authorized to operate in California.

Conclusion

Incorporating a new business in California involves several important steps - naming your entity, appointing a registered agent, filing articles of incorporation, issuing stock, reporting taxes, maintaining corporate formalities and good standing, amending founding documents when necessary and properly wrapping up operations when dissolution occurs. While the process takes some upfront work, forming a California corporation can pay major dividends in terms of legal protections and operating flexibility for your company down the road. Consult additional state resources or connect with a business lawyer for any other questions about starting and running your new venture.

Meow Technologies is a financial technology company, not a bank or FDIC-depository insured institution. Likewise, Meow Technologies is not an investment adviser and none of the information presented herein should be relied upon as financial advice or a recommendation to make any financial decision nor should it be considered to be tax or legal advice. The information is the opinion of Meow Technologies for educational purposes and may not be suitable for all companies. Products, like the one described herein, are offered through Meow Technologies and are not advisory services which are only offered through Meow Advisory, LLC.** The FDIC’s deposit insurance coverage only protects against the failure of an FDIC-insured bank.**

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*Disclaimer: Meow Advisory LLC is a registered investment adviser. Registration as an investment adviser does not imply any level of skill or training.
For accounts opened through Atomic Brokerage LLC: Meow Advisory LLC has an engagement with Atomic Brokerage LLC (“Atomic Brokerage”), a registered broker-dealer and member of FINRA and SIPC , to bring you the opportunity to open a brokerage account. Brokerage services for customers of Meow Advisory LLC are provided by Atomic Brokerage. For more details about Atomic Brokerage, please see the Form CRS, General Disclosures, and the Privacy Policy. Check the background of Atomic Brokerage on FINRA’s BrokerCheck.
For subadvisory services for accounts opened through Atomic Invest LLC: Meow Advisory LLC has an engagement with Atomic Invest, LLC (“Atomic Invest”), an SEC-registered investment adviser, to bring you the opportunity to open an investment advisory account. Investment advisory services are provided by Atomic Invest. Companies which are engaged by Atomic Invest receive compensation of 0% to 0.85% annualized, payable monthly, based upon assets under management for each referred client who establishes an account with Atomic Invest (i.e., exact payment will differ). Atomic Invest also shares a percentage of compensation received from margin interest and free cash interest earned by customers with Meow Advisory LLC. Meow Advisory LLC is not a client of Atomic Invest, but our engagement with Atomic invest gives us an incentive to refer you to Atomic Invest instead of another investment adviser. This conflict of interest affects our ability to provide you with unbiased, objective information about the services of Atomic Invest. This could mean that the services of another investment adviser with whom we are not engaged could be more appropriate for you than Atomic invest. Advisory services through Atomic Invest are designed to assist clients in achieving a favorable outcome in their investment portfolio. They are not intended to provide tax advice or financial planning with respect to every aspect of a client’s financial situation and do not include investments that clients may hold outside of Atomic Invest. For more details about Atomic Invest, please see the Form CRS, Form ADV Part 2A, the Privacy Policy, and other disclosures. Brokerage services for Atomic Invest are provided by Pershing Advisor Solutions LLC (“PAS”), a registered broker-dealer and member of FINRA and SIPC.
Neither Atomic Invest nor Atomic Brokerage, nor any of their affiliates, is a bank. Investments in securities are Not FDIC insured, Not Bank Guaranteed, and May Lose Value. Investing involves risk, including the possible loss of principal. Before investing, consider your investment objectives and the fees and expenses charged by Atomic Brokerage and/or Atomic Invest.
See the Legal Section within the Meow website for additional agreements.

U.K. Gilt pricing quoted net of fees. ~5% U.K. Gilt yield is sourced from Investing.com December 2023 6-month United Kingdom 6-Month Bond Yield. ~5% Treasury Bill yield is sourced from treasurydirect.gov December 2023 12-week U.S. Treasury Bill auction.

**Disclaimer: Meow Technologies is a financial technology company, not a depository, bank or credit union, and your account at Meow is not, itself, an FDIC-insured product.

Meow currently partners with three banking providers. Banking services are provided by Third Coast Bank SSB; Member FDIC, Grasshopper Bank, N.A; Member FDIC, and FirstBank, a Tennessee corporation; Member FDIC.

By opening a Maximum Checking account through Meow and if you choose to receive banking services provided by Grasshopper Bank, N.A, you deposit your funds into a deposit account at Grasshopper Bank, N.A. which sweeps those funds into deposit accounts across a network of Federal Deposit Insurance Corporation (“FDIC”)-insured banks, for up to the current standard maximum deposit insurance amount (“SMDIA”) of $250,000 per eligible depositor, per destination institution, for each ownership capacity or category, subject to applicable terms and conditions, including Grasshopper's ICS Deposit Placement Agreement. Grasshopper Bank, N.A. uses a third-party vendor and agent to help administer this sweep process. Visit https://www.intrafi.com/network-banks/ for a list of the banks and savings associations with which we/Grasshopper, N.A. have a business relationship for the placement of deposits at destination institutions, and into which your deposits may be placed (subject to applicable terms with you, and any opt-outs by Grasshopper, N.A. or you). The current maximum deposit insurance amount for your funds is up to $125 million in FDIC insurance through the sweep network of Grasshopper Bank, N.A, subject to change at any time with notice from Meow and/or pursuant to applicable law. Terms and restrictions apply. Subject to applicable rate sheet. Interest rate on checking products quoted in Annual Percentage Yield (APY). Interest rates and yields are effective as per the date on the applicable rate sheet. See applicable terms and restrictions and refer to the applicable rate sheets for additional information.

By opening a Maximum Checking account through Meow and if you choose to receive banking services provided by Third Coast Bank SSB, you deposit your funds into a deposit account at Third Coast Bank SSB. If you also hold funds in a sweep program with Third Coast Bank SSB, Third Coast Bank SSB sweeps those funds into deposit accounts across a network of FDIC-insured banks, for up to the current SMDIA of $250,000 per eligible depositor, per receiving bank, for each ownership capacity or category, including any other balances you may hold at that receiving bank directly or indirectly through other intermediaries, including broker-dealers. Third Coast Bank SSB uses a third-party vendor and agent to help administer this sweep process. Visit Third Coast Bank SSB for a list of the banks and savings associations with which we/Third Coast Bank SSB have a business relationship for the placement of deposits at receiving banks, and into which your deposits may be placed (subject to applicable terms with you, and any opt-outs by Third Coast Bank or you). The current maximum deposit insurance amount for your funds is up to $50 Million in FDIC insurance through the sweep network of Third Coast Bank, subject to change at any time with notice from Meow and/or pursuant to applicable law. Terms and restrictions apply. Subject to applicable rate sheet. Interest rate on checking products quoted in Annual Percentage Yield (APY). Interest rates and yields are effective as per the date on the applicable rate sheet. See applicable terms and conditions and refer to the applicable rate sheet for additional information.

By opening a Maximum Checking account through Meow and if you choose to receive banking services provided by FirstBank, a Tennessee corporation, you deposit your funds into a deposit account at FirstBank, which sweeps those funds into deposit accounts across a network of FDIC-insured banks, for up to the current SMDIA of $250,000 per eligible depositor, per destination institution, for each ownership capacity or category, subject to applicable terms and conditions, including FirstBank's ICS Deposit Placement Agreement. FirstBank uses a third-party vendor and agent to help administer this sweep process. Visit IntraFi for a list of the banks and savings associations with which FirstBank has a business relationship for the placement of deposits at destination institutions, and into which your deposits may be placed (subject to applicable terms with you, and any opt-outs by FirstBank or you). The current maximum deposit insurance amount for your funds is up to $125 million in FDIC insurance through the sweep network of FirstBank, subject to change at any time with notice from Meow and/or pursuant to applicable law. Terms and restrictions apply. Subject to applicable rate sheet. Interest rate on checking products quoted in Annual Percentage Yield (APY). Interest rates and yields are effective as per the date on the applicable rate sheet. See applicable terms and restrictions and refer to the applicable rate sheet for additional information.

***FDIC insurance coverage is only available to protect you against the failure of an FDIC-insured bank that holds your deposits (and does not protect you against the failure of Meow or other third party). Your account with Meow and all services provided to you are subject to the Meow Terms of Service (“Account Agreements”) and other applicable terms and no other representations or warranties, express or implied, are provided to you except as expressly set forth in those written Account Agreements. If you have any questions regarding your account, please contact team@meow.com.

FirstBank Funds Availability Notice

FirstBank’s general policy is to allow you to withdraw funds deposited in your account on the first business day after the day we receive your deposit. Funds from electronic deposits will be available on the day we receive the deposit. In some cases, we may delay your ability to withdraw funds beyond the first business day. Then, the funds will generally be available by the SECOND business day after the day of deposit.