How To Incorporate In California

2007-09-25 14:12:16

( Business )



As in any endeavor, a name signifies a chunk of what’s in store. Rightfully, if you’re asking how to incorporate in California, name reservation comes first in this bustling state. In incorporating your business, you should come up with a proposed business name along with two back ups. These will then be submitted to the California Secretary of State to check availability. Acceptance is usually based on the fact that the name bears no similarity to that of an existing company on file and certain words such as National, Federal, Cooperative, etcetera are not included. In general, specific endings like Limited, Corporation, and Incorporated are not required unless it is a statutory close company or you used a personal name.

Should your corporation’s name be approved, you must provide a document that launches the corporation in existence. This is called the Articles of Incorporation. You will then be referred to as the incorporator and must prepare and file the said document to the Secretary of State. In a nutshell, all provisions required by California Corporations Code section 202 should be included in the said document. After which, an Endorsed-File copy should be sent back to you. Filing date marks the inception of the corporation in the California business world. It will be a tool for the corporate seal and will be stamped on share certificates.

How to incorporate in California is furthered by creating bylaws or the rules on how your corporation would be governed. This is necessary if directors are not named in the Articles of Incorporation. In this case, your next stop is preparing a document titled action by incorporator. This file will enable you to adopt the bylaws and elect the initial directors of the corporation. Otherwise, the directors will be entitled to adopt bylaws. Creating bylaws is highly recommended in all corporations. Its utmost restriction lies in adopting bylaws in conflict with the Article of Incorporation.

The board of directors may choose to hold a meeting to complete the corporate organization. This is actually better than a unanimous written consent. In case of the former, a Waiver of Notice of First Board Meeting is suggested to ease the inconvenience of having to notify directors of board meetings.

After the first board meeting, you may now prepare the minutes containing initially required corporate resolutions. There are guidelines available which usually includes approval of bylaws, adoption of corporate seals and hiring of officers. By following these steps in incorporating your business, your question on how to incorporate in California becomes a breeze.


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