Corporations (Profit and Not-For-Profit), Limited Liability Companies (LLC), Foreign Corporations, and Agricultural Cooperatives must file a Statement of Information by its due date.
For purposes of simplicity, we’ll use “legal entity” for the above-mentioned co-ops, corporations, and companies.
What is a California Statement of Information?
In California, a legal entity’s annual report is called the Statement of Information. It’s a requirement to keep the state updated and informed about the business status and participants.
The California Statement of Information contains the name of the registered agent, the directors and principal officers names and other organizational information.
Penalties for Late Filings
Missing the Statement of Information due date results in an automatic penalty.
File the California Statement of Information on time or face a late penalty of $250 (Profit entities) or $50 for Non-Profit Corporations.
Also, the Secretary of State may suspend or forfeit the legal entity’s registration preventing all legal business.
Filing with the California Secretary of State
Every legal entity must file the Statement of Information with the Secretary of State’s office.
The filing fee for corporations is $25 and $20 for LLCs and Non-Profit Corporations.
Who needs to file a Statement of Information?
Every legal entity registered in California must file a Statement of Information.
Statement of Information Due Date in California
Each newly formed or registered legal entity must file the first Statement of Information within 90 days of filing the original Articles of Incorporation (or Articles of Organization).
Also, if the legal entity changes any information in the last filed Statement of Information it must file an amendment within 90 days. But, changing the registered agent requires filing a new Statement of Information.
The year and month of conversion, formation, incorporation, or registration, determines when the annual (or bi-annual) filing occurs.
Domestic and Foreign Corporations along with Agricultural Cooperatives must file their Statement of Information annually.
Filing Every Other Year
LLCs and Not-For-Profit Corporations must file the Statement of Information every other year (bi-annually).
Thus, if the original formation or registration occurred in an odd-numbered year file the statement every odd number year. And, if the first year of formation or registration occurred in an even number year file future statements every even number year.
Most legal entities may file their Statement of Information electronically at the Secretary of State’s website.
But, LLCs and Common Interest Communities (like condominiums, coops, vacation timeshares, retirement communities, and other similar housing developments) must file their Statement of Information on paper. This means either by mail or drops off in person at the Secretary of State office in Sacramento.
Know that the public maintains the right to access the Statement of Information electronically filed by using online search tools in the Secretary of State’s website.
In addition, all paper filings also allow public viewing at the Secretary of State’s office.
Understand that this public information access may end up in the hands of third parties. This includes names, phone numbers, email addresses, and mailing addresses.
View the California Secretary of State’s website explaining the Statement of Information here.
Or, speak to a Stone & Sallus attorney to answer your questions and handle your Statement of Information filings.