In California, one document answers both the filing question and the franchise tax question

The Bottom Line for California LLCs

Order it through bizfileOnline, the Secretary of State's own filing portal, where an LLC's certificate is produced within minutes. It comes back active only if your statement of information is filed and paid for and the Franchise Tax Board has nothing outstanding against you.

A state can make you collect a clearance letter from a revenue agency and hand it to the filing office. California folds that step into the certificate instead: the Secretary of State's own description says the document attests the business has filed and paid the fee for its statement of information and is current paying the franchise taxes. That is convenient while everything is clean and unforgiving when it is not, because a single Franchise Tax Board suspension takes the certificate away without any separate letter having to be requested or refused.

What California Actually Calls It

California issues this as the Certificate of Status, through California Secretary of State, Business Programs Division. Ask a bank or another state's filing office for a certificate of good standing and this is what you send them.

"A Certificate of Status is an official document issued by the California Secretary of State attesting that the business has filed and paid the fee for the annual or biennial statement of information and is current paying the franchise taxes." The records request page adds that it "certifies to the current status of an entity (e.g., active/good standing, suspended, dissolved, cancelled, etc.)"

Why You Need One

Registering the LLC in another state is the most frequent trigger, followed by lender underwriting on commercial credit. California adds two of its own. A buyer's counsel in a sale will pull one alongside the tax work on the deal, and a handful of local license and permit desks ask for evidence of current state standing, so read the checklist rather than assuming either way. Opening a deposit account rarely calls for it. Neither does routine vendor onboarding, although a large enterprise customer running supplier diligence sometimes will.

What It Costs in California

California charges $5 for the Certificate of Status.

Where this fee comes from: "Issuing a Certificate of Status (certifying to the current status of the entity) ... $5.00", under Certificate Fees, BE FEES (Rev. 06/2018)

How to Order It

You can order the Certificate of Status online, by mail and in person.

Available within minutes online at bizfileOnline.

Order it on the California site

Online ordering covers corporations, limited liability companies and limited partnerships. Other entity types, including registered general partnerships and limited liability partnerships, must order on paper.

Two California specifics matter more than the mechanics. The first is that the Secretary of State runs a live customer alert about fraudulent certificates circulating, meaning official looking documents the state never issued, often sold off the back of a mailer designed to read like a compliance notice. Order from bizfileOnline yourself and treat any letter arriving with a payment slip as the thing the alert describes. The second is timing on the paper route. Rather than publishing a turnaround, the Secretary of State keeps a processing dates page showing the receipt date it is currently working through, and that page moves daily. If you order by mail or at the Sacramento counter, read it on the day and plan from what it says. Online ordering covers LLCs, corporations and limited partnerships, while other entity types have to use the records order form.

1. 1

   Check the record before you buy anything

   Look your LLC up on the Secretary of State's business search and read the status and the statement of information due date. The certificate reports what this record says, so anything unexpected on screen is a problem to fix rather than to certify.

2. 2

   File any outstanding statement of information

   A lapsed statement of information is the most common reason a California LLC loses active status, and filing it through the portal is quick. Wait for the filing to post to the record before you order the certificate.

3. 3

   Clear a Franchise Tax Board suspension first

   If the record shows the entity suspended or forfeited, the fix begins with the tax agency rather than the filing office. Resolve the account, have the suspension lifted, and let the change flow through to the Secretary of State's record.

4. 4

   Order through bizfileOnline

   Sign in to the Secretary of State's own portal and request the certificate for your LLC there. It is produced while you wait, and buying it anywhere else is how owners end up holding the documents the state's fraud alert warns about.

5. 5

   Use the records order form only if you have to

   Paper orders go to the Sacramento office by mail or in person. The Secretary of State's processing dates page tells you which receipt date it is working through on the day you check, and that page is the closest thing to a timetable for this route.

6. 6

   Read the certificate before you forward it

   Confirm it names the LLC exactly as your counterparty spells it and that the status line reads the way you expect. Send the file you received rather than a photocopy of a printout.

What Puts You Out of Standing in California

California will issue the Certificate of Status to an LLC that is behind on its reports. It does not refuse; it states on the face of the document whether the most recent report was filed. So ordering one while you are behind does not get you a clean certificate, it hands the person who asked a written record of the delinquency. File first, then order. No separate tax clearance from a revenue agency is part of it.

California requires no separate clearance certificate from a revenue agency before the Secretary of State will issue this document, unlike the Texas model. Franchise tax standing is instead built into the certificate: the Secretary of State attests the entity is current paying the franchise taxes, and Franchise Tax Board standing is one of the data points its own business search displays. An entity suspended or forfeited for franchise tax will therefore not obtain an active Certificate of Status.

California will sell you the certificate whether or not you are in good standing, and that is the detail worth understanding before you click. The document reports the status on the record, active, suspended, dissolved or cancelled, so a suspended LLC that orders one receives a certificate that says suspended, and handing that to a lender is worse than sending nothing at all. Two things put you there. Letting the statement of information lapse is the common one and is quick to cure. A Franchise Tax Board suspension or forfeiture, for unpaid franchise tax or unfiled returns, is the slower one, and the order of operations matters: clear the account with the Franchise Tax Board and have the suspension lifted first, because the certificate follows the record and the record will not read active until the tax side does.

How Long It Stays Good in California

California publishes nothing about how long the Certificate of Status stays current. Whoever asked you for it does: banks, lenders and other states' filing offices each set their own recency rule, and that window is theirs, not California's. Ask what it is, and order the certificate once you know.

Since the online route takes minutes, a California certificate has little reason to sit in a folder ageing. Order it in the session you need it, and order after any statement of information you have just filed has actually posted to the record rather than before. If the request arrived with a cutoff on the issue date, get that number in writing, because escrow companies, out of state filing offices and lenders each apply their own and the certificate carries an issue date for them to read rather than an expiry.

Using It Outside the United States

For use abroad, California Secretary of State, Notary Public & Apostille will authenticate the certificate with an apostille for $20 per document.

Who to Ask in California

The Business Programs Division of the Secretary of State holds the entity record and issues the certificate, and its Sacramento office is the one that takes paper records orders by mail or in person. The Franchise Tax Board is a separate agency and owns everything about suspension, reinstating a suspended entity, and what you owe, so a certificate that comes back suspended is a Franchise Tax Board conversation rather than a Secretary of State one. If anyone else writes offering to obtain the document on your behalf, weigh that offer against the Secretary of State's own fraud alert before you respond to it.

Sources

• sos.ca.gov/business-programs/business-entities/information-requests
• bpd.cdn.sos.ca.gov/pdf/be-fee-schedule-062018.pdf
• sos.ca.gov/business-programs/customer-alerts/fraudulent-certificates-status-circulating
• sos.ca.gov/business-programs/business-entities/processing-dates
• sos.ca.gov/business-programs/business-entities/service-options
• sos.ca.gov/notary/request-apostille

Every figure on this page was read from a California government source, not from a formation service. Confidence in this record: high. See our editorial policy for how these are verified and corrected.