Compliance
How not to get suspended
California will let the LLC go dormant, then bill you $800 a year plus penalties until someone notices. Good standing is a short list: Statement of Information, FTB tax, and a live agent. Miss those and you cannot sue, you cannot legally contract, and the name can walk away.
This is a practical briefing compiled from California SOS, FTB, CDTFA, IRS, and SSA publications as of August 2026. It is not legal, tax, or insurance advice. Filing fees and tax rules change. Confirm figures on the official sites before you pay or elect anything, and consult a California CPA or business attorney.
The calendar
Put these on a calendar that is not your brain. Recurring, with alerts a month out.
- Formation + 90 days — initial Statement of Information, $20, bizfile.
- 15th day of the 4th month after SOS filing — first $800, FTB 3522. FTB LLC.
- Every April 15 (calendar-year LLC) — $800 again, Form 568, and your 540. Extension to file is not an extension to pay.
- Every June 15 — LLC fee estimate (3536) if California total income will hit $250,000. PTE prepayment if you elect.
- Every two years, six-month window starting the anniversary month — Statement of Information, $20. Late: $250.
- Federal quarters — 1040-ES. California 540-ES on a similar cadence.
- City tax — SF, LA, and others have their own annual dates. Look them up once and copy them here.
- Insurance — renewal, and updated certs before MSA anniversaries.
Formation checklist
Same list as Form it, kept here so you can actually use it after you close the tab.
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Suspension is a real status
If FTB suspends the LLC (unpaid tax) or SOS suspends it (missing Statement of Information), the company cannot bring a lawsuit in California, and counterparties can attack contracts. Banks get nervous. The name becomes available. Reviving means paying back-taxes, penalties, and sometimes a revival fee. It is always more expensive than the original $20 or $800.
Check status on bizfile before a big contract. Search your file number. “Active” is the only word you want.
Records
Keep, indefinitely or at least seven years:
- File-stamped Articles and all Statements of Information.
- Operating agreement and any amendments.
- EIN letter.
- Bank statements and a general ledger (even a CSV).
- Signed MSAs, SOWs, change orders, and invoices.
- Insurance policies and certificates.
- Payroll records if you are an S corp.
- Tax returns: 1040, 540, 568, 1120-S, 100S as applicable.
California does not require annual member minutes for an LLC, but a one-page annual consent (“member confirms the operating agreement, authorizes tax filings, elects to continue”) is cheap evidence that the company is not a drawer of receipts.
How to close it
- Stop taking work in the LLC name. Finish or assign contracts.
- Pay final vendors. Collect final invoices. Zero the account.
- File a tax clearance / cancellation with SOS (LLC-4/7 short form if you qualify, otherwise the longer cancellation).
- File a final Form 568 with the “final” box checked, and a final 540 if it is also your last year of the activity.
- Close the EIN account with IRS correspondence if they require it.
- Cancel city registrations and insurance.
Until SOS and FTB both show cancelled, assume the $800 is still accruing. “I moved to Texas” is not a filing.
Beneficial ownership reports
FinCEN’s Corporate Transparency Act beneficial-ownership reporting for domestic companies was sharply narrowed in 2025; as of 2026 most U.S.-formed LLCs are not expected to file BOI reports. This area moved fast. Check fincen.gov/boi before you pay a compliance vendor for a CTA filing. Do not confuse it with California’s Statement of Information — that one you still file.