California Statement of Information Filing

A Statement of Information (SOI) is a filing requirement, specific to the state of California. Also known as the California annual report, or California LLC-12 Form, the SOI includes important information such as the company address and officer details.

If you own a corporation or LLC, then it’s essential to complete a California Statement of Information filing so that the Secretary of State has an accurate and up-to-date record on file regarding your business. Failure to do so can result in financial penalties from the Franchise Tax Board or worse, your business could be suspended or lose its legal status.

Understanding exactly what a Statement of Information is, and what it requires, can be the difference between non-compliance and keeping your business in good standing.

What is a Statement of Information?

A Statement of Information is California’s version of an annual report. The SOI will include key information including the following:

• Business name and address
• Names and addresses of officers and directors
• Name and address of registered agent
• Changes to the type of business or service the LLC provides
• The name and/or address of any CEO, member, or manager, if any changes

It’s important that you keep this information up to date at all times. For example, if the State of California wants to serve you with legal papers, then it will use your most recent SOI to find your registered agent.

When is the Statement of Information Due Date?

The SOI California filing deadlines differ depending on whether you operate a corporation or LLC.

• Corporations must file an initial Statement of Information within 90 days of registering in California, and then each year after that. There is a six-month filing window in which you can submit your SOI, which includes the month you originally submitted your SOI, and the five preceding calendar months.
• LLCs must file their first California LLC-12 Form within 90 days of registration and then every two years thereafter. The six-month filing period is the same as for corporations: it is based on the LLC’s registration date and includes the month of registration and the five preceding months.
• If you fail to file your SOI on time, you are subject to a $250 late filing fee, as well as the Secretary of State suspending the LLC’s status, meaning it loses its right to do business in CA.
• If you make any changes to the business between the Statement of Information filing periods, you must file another report with the amended changes included, even if this falls outside of the filing period. There is no fee for doing this.

Who must file an SOI?

Corporations, LLCs, and other business entities must file a Statement of Information in California. This includes “domestic" companies (those registered to do business within California) and “foreign” companies (those from other states that are registered to do carry out business in California). Inactive companies must also file an SOI.

How to file a Statement of Information in California

Filing the Statement of Information in California is an integral step to staying compliance, but one that can be often overlooked or forgotten. Corporate Creations can assist with your Statement of Information filing needs. Whether you want to file online or in person, we’ll handle everything for you.

Find out more about how our annual report services can help with your SOI requirements in California by getting in touch with our team today.