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How to Form a Corporation in California

To form a California corporation you file Articles of Incorporation (Form ARTS-GS) with the Secretary of State for $100, file a Statement of Information (Form SI-550, $25) within 90 days and then annually, and pay the $800 minimum franchise tax — which is waived in the corporation's first year. An S corporation is a tax election, not a separate entity.

By Find Local Law Editorial Team · Last reviewed: May 24, 2026

Researched and drafted with AI assistance and verified against primary sources (statutes, Judicial Council forms, and official court websites). This is general information, not legal advice.

A corporation offers the same liability shield as an LLC but with more structure — a board, bylaws, shares, and annual filings. It’s often the right choice if you plan to raise investment.

The steps

  1. Choose and check your name on the Secretary of State’s bizfile portal.
  2. Designate an agent for service of process (a California-resident individual or a registered corporate agent).
  3. File the Articles of Incorporation (Form ARTS-GS). This creates the corporation. Filing fee: $100.
  4. Do the organizational work. Adopt bylaws, appoint directors, issue shares, and start a minute book. These formalities are what keep the liability shield intact.
  5. File the Statement of Information (Form SI-550) within 90 days, then annually — fee $25 — get an EIN, and handle taxes.

Taxes — and the first-year break

Corporations owe the $800 minimum franchise tax, but the first taxable year is exempt. If you elect S-corporation status, California taxes the corporation at 1.5% of net income (you pay the greater of 1.5% or $800).

S corp vs. C corp: both are the same legal entity — the difference is the tax election. A C corp is taxed at the corporate level; an S corp passes income through to shareholders.

Not sure a corporation is right for you? Compare options in choosing a business entity and how to form an LLC. To get help, connect with a lawyer.

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Frequently asked questions

How much does it cost to incorporate in California?
The Secretary of State filing fee for the Articles of Incorporation (Form ARTS-GS) is $100, plus a $25 Statement of Information within 90 days and annually thereafter. (Figures current as of 2026.)
Does a California corporation pay the $800 tax in its first year?
No. A corporation's first taxable year is exempt from the $800 minimum franchise tax (for years beginning on or after Jan 1, 2020). The $800 applies in later years. (This corporate first-year exemption is separate from the LLC one, which has expired.)
What is an S corporation in California?
An S corp isn't a separate entity — it's a tax election. California taxes S corporations at 1.5% of net income, and you pay the greater of that or the $800 minimum. The corporation files Form SI-550 like any other.
How often do corporations file the Statement of Information?
Within 90 days of incorporating, then every year (corporations file annually, while LLCs file every two years).

Sources

Related guides

  • Business & Breach of Contract Disputes in California When a contract is broken in California, the non-breaching party can usually sue for money damages, and in some cases for specific performance. The deadline to sue is 4 years for a written contract and 2 years for an oral one (Code of Civil Procedure §337/§339).
  • California Contract Basics A valid California contract needs four things: parties capable of contracting, their mutual consent, a lawful object, and consideration (Civil Code §1550). Most contracts can be oral, but some — like real estate sales or agreements that can't be performed within a year — must be in writing under the statute of frauds.
  • Choosing a Business Entity in California California's common business structures — sole proprietorship, partnership, LLC, and corporation — differ mainly in personal liability and taxes. LLCs and corporations shield your personal assets but owe California's $800 minimum annual franchise tax; sole proprietorships and general partnerships avoid that tax but leave you personally liable for business debts.
  • How to Form an LLC in California To form a California LLC you file Articles of Organization (Form LLC-1) with the Secretary of State for $70, designate an agent for service of process, file a Statement of Information (Form LLC-12, $20) within 90 days, and pay the $800 annual minimum franchise tax to the Franchise Tax Board.

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