Does California Have a State-Level BOI Requirement?
No. California does not impose a state-level Beneficial Ownership Information (BOI) filing requirement. LLCs are subject only to federal BOI reporting under the Corporate Transparency Act (CTA), administered by FinCEN. California's biennial Statement of Information (Form LLC-12) does not require beneficial ownership disclosure—it requires LLC name, addresses, registered agent details, and manager/member names under Cal. Corp. Code § 17707.01.
California's State Reporting Requirement
California requires all LLCs to file a Statement of Information biennially with the Secretary of State. The first report is due within 90 days of formation; subsequent reports are due every two years during the filing month (Cal. Corp. Code § 17707.01).
Required Information:
- LLC name and Secretary of State file number
- Principal business address and mailing address
- Registered agent name and address
- Names of all managers or members
- Type of business
Filing Details:
- Fee: $20.00
- Method: Online at https://bizfileonline.sos.ca.gov/ or by mail
- Penalty: $250 for failure to file (no grace period)
- Consequence: Secretary of State may suspend or forfeit the LLC
Federal BOI vs. California State Reporting
These are two separate obligations. Federal BOI reporting under 31 U.S.C. § 5336 applies to "reporting companies" and is filed directly with FinCEN, not California. California's Statement of Information is a state-level corporate transparency tool that does not capture beneficial ownership information.
If your LLC qualifies as a FinCEN reporting company, you must file federal BOI reports independently. Most small business LLCs are exempt. Check FinCEN's guidance at https://www.fincen.gov/boi to determine your filing obligation.
Consequences of Non-Compliance
Missing California's biennial deadline triggers a $250 penalty immediately—there is no grace period. Continued non-compliance results in suspension or forfeiture of your LLC's good standing status. Reinstatement requires filing all delinquent reports, paying penalties, and submitting a revival request to both the Secretary of State and the Franchise Tax Board.
Next Steps
- File your Statement of Information online at https://bizfileonline.sos.ca.gov/
- Mark your calendar for the biennial due date (same month, every two years)
- Determine whether your LLC qualifies as a federal FinCEN reporting company
- Contact the California Secretary of State at (916) 657-5448 or https://www.sos.ca.gov/ with questions
This is general information, not legal advice.