California LLC Operating Agreement PDF

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California LLC Operating Agreement Form PDF Free Download

California LLC Operating

A California LLC operating agreement is a document that governs a limited liability company’s operations and details every aspect of its internal structure.

The agreement identifies the company’s ownership, capital contributions, and voting rights.

It also details how the LLC intends to handle certain transactions, such as profit distribution, adding or removing members, annual meetings, and company dissolution.

While an operating agreement is not mandatory in most states, California LLCs must draft the contract during the initial registration process with the Secretary of State.

The completed agreement must then be stored at the company’s designated office.


California Revised Uniform Limited Liability Company Act – Corp Code Title 2.6

Operating Agreement Statutes

§ 17701.07 (Operating agreement – enforceability)

§ 17701.10 (Operating agreement – scope of governance)

§ 17701.11 (Operating agreement – member agreement to terms)

§ 17701.12 (Operating agreement – amendments)

How to Form an LLC in California

All applicants are encouraged to check the availability of their desired business name before attempting to file in the State of California.

Conducting an Online Business Search will allow you to verify whether or not your chosen name is distinguishable from that of all other active Domestic and Foreign LLCs within the State.

You may also file the Name Availability Inquiry Letter as an alternate means of verification.

Step 1 – Articles of Organization/Application to Register a Foreign LLC

Download and complete the Adobe PDF application specific to your entity type.

The two available applications are:

Domestic – Articles of Organization

Online – select “Register a Business”

Foreign – Application to Register a Foreign LLC

Step 2 – Attach the Filing Fee

Applications submitted by mail must include a check or money order made payable to the Secretary of State.

Those filing in person may also pay by credit card.

The fee for both a *Foreign and Domestic LLC is $70 (in-person submissions require an additional $15 fee).

*A Certificate of Good Standing issued within the last six (6) months is required for all Foreign LLC applications.

Once the filing fee is attached, you may deliver your documents by mail or in person to the following address:

Business Entities, P.O. Box 944228, Sacramento, CA 94244-2280

Step 3 – Initial Report and Annual Franchise Tax

LLC owners are required to submit an Initial Report within ninety (90) days of filing with the Secretary of State.

Additionally, all LLCs must pay the Annual Franchise Tax on the 15th day of the 4th month after the beginning of the tax year. 

Failing to submit reports on time will result in late fees and various penalties.

Step 4 – Operating Agreement

The State of California demands that all new LLCs draft an operating agreement to define the duties of the ownership and any other provisions left undocumented when filing the initial registration articles.

You may have a verbal agreement or it may be written and distributed between all relevant parties.

Single-member LLC Operating Agreement

Multi-member LLC Operating Agreement

Step 5 – Employer Identification Number (EIN)

Newly formed entities should apply for an Employer Identification Number (EIN) following the acceptance of their registration documents.

Much like a Social Security Number, an EIN is used by the Internal Revenue Service (IRS) to identify businesses for tax purposes.

An EIN may be acquired Online or through the submission of Form SS-4.

Language English
No. of Pages15
PDF Size3 MB

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California LLC Operating Agreement Form PDF Free Download

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