What to send (HCS 281 B1)
LLC- Articles of Organization, stamped by the California Secretary of State.
- Operating Agreement. All LLCs must have one. It says who owns and runs the business and how choices are made.
- A list of each managing member, manager, and member with 10% or more. Give each one's title, business address, and phone.
- Formed in another state? Also send your LLC-5 (Application for Registration), stamped by the California Secretary of State.
- Articles of Incorporation with a seal from the state where you incorporated.
- Bylaws and any changes.
- Board Resolution that lets you apply and names who signs. See the next step.
- Names, titles, business address, and phone of directors and officers.
- Names and addresses of people who own 10% or more.
- Formed in another state? Also send a Certificate of Qualification from the California Secretary of State.
- A Partnership Agreement and any changes. Partners who are married to each other do not need a written one.
- Each general partner's name and mailing address.
- What each general partner does, and if each can act for the others.
- Only general partners go on the license and sign the application.
Who can sign for an LLC?
HCS 281 says an LLC usually does not need a resolution. Your Operating Agreement should say who can act for the business.
If the signer is not a manager or managing member in the Operating Agreement, send a written delegation of authority.
Out-of-state businesses
A foreign LLC or corporation must register with the Secretary of State. It must also have an office in California and keep records there (HSC §1796.36(b)).
