A California Statement of Information is a required filing that every corporation and LLC registered in the state must submit to the Secretary of State, first within 90 days of formation and then on a recurring schedule after that. Stock corporations file every year. LLCs and nonprofit corporations file every two years. Missing the deadline triggers a $250 penalty for most entities and, if ignored long enough, can lead to suspension of your business’s legal powers, including the ability to sue, defend lawsuits, or enforce contracts.
Who Has to File and On What Schedule
Three entity types owe this filing: stock corporations, limited liability companies, and nonprofit corporations. The initial statement is due within 90 days of the date the Secretary of State files your Articles of Incorporation, Articles of Organization, or registration to do business in California.
After that first filing, the schedule depends on your entity type:
- Stock corporations file annually.1California Legislative Information. California Code CORP – Section 1502
- LLCs file every two years.2California Legislative Information. California Corporations Code Section 17702.09
- Nonprofit corporations file every two years on Form SI-100.
Your filing window is six months wide: the anniversary month of your original formation, plus the five calendar months before it. The Secretary of State sends a reminder roughly three months before the window closes, but a missed reminder does not extend the deadline. Because the LLC and nonprofit cycle is biennial, it’s easy to lose track; note your dates when you form the entity rather than relying on state mail.
Nonprofits registered with the Attorney General’s Registry of Charities also have a separate annual report due to that office, with its own penalties. That obligation is independent of the Statement of Information.
What Goes on the Form
California wants the same basic picture from every filer: who runs the business, where it operates, and how to serve it with legal papers.
Stock corporations file on Form SI-550. You list the names and addresses of the CEO (or president), secretary, and CFO (or treasurer), together with all current directors and the number of board vacancies.3California Secretary of State. Instructions for Completing the Statement of Information (Form SI-550) You also give the street address of your principal executive office, a mailing address if different, and a short description of your main business activity, such as “software development” or “retail clothing.”1California Legislative Information. California Code CORP – Section 1502
LLCs file on Form LLC-12 and report managers or managing members depending on the governance structure selected in the Articles of Organization. Address and business-description requirements are the same.
If nothing has changed since your last statement, stock corporations can submit a “no change” filing instead of restating everything. The statute allows you to notify the Secretary of State that no information has changed during the applicable filing period.1California Legislative Information. California Code CORP – Section 1502
Agent for Service of Process
Every Statement of Information must name an agent for service of process. This is the person or company authorized to receive lawsuits and other legal documents for your business. You have two options: name an individual who lives in California, or designate a registered corporate agent that has filed the required paperwork with the Secretary of State under Corporations Code Section 1505.1California Legislative Information. California Code CORP – Section 1502
An individual agent must have a physical California street address. A P.O. box is not acceptable. A registered corporate agent is listed by its exact name in state records, and no separate address is required.
Keep the agent information current. If a lawsuit is served on an outdated agent and the papers never reach you, a court can enter a default judgment against your business. This is one of the most expensive consequences of letting a Statement of Information go stale.
How to File and What It Costs
The primary filing method is the Secretary of State’s online portal, bizfile California.4California Secretary of State. bizfile California You can also download the PDF form, fill it out, and mail it with payment to the Secretary of State at 1500 11th Street, Sacramento, California 95814. Mailed submissions need a check or money order for the exact fee; incorrect payments come back unprocessed.
Filing fees by entity type:
- Stock corporations: $25
- Limited liability companies: $20
- Nonprofit corporations: $20
Processing times move with the Secretary of State’s workload. As of early 2026, both online and mailed filings are processing relatively quickly, with no significant backlog reported.5California Secretary of State. Current Processing Dates Once accepted, you’ll receive a file-stamped copy by email (online filings) or by mail. Save it. Banks and lenders ask for proof of compliance when reviewing accounts and loans.
Updating the Filing Between Cycles
When something changes mid-cycle, file an updated Statement of Information rather than waiting for your next window. The usual triggers are a change of principal office address, an officer or director leaving, or a switch to a new registered agent.
Use the same form you’d use for a scheduled filing (SI-550 for corporations, LLC-12 for LLCs) and check the box indicating an amendment. You can update only the fields that changed, though restating everything current reduces confusion in the public record. Prompt updates matter beyond compliance: banks and lenders routinely pull Secretary of State records, and stale information creates delays.
What Happens If You Miss the Deadline
The consequences escalate in stages, and most business owners don’t notice anything is wrong until the damage is already done.
The Penalty
When you miss your filing deadline, the Secretary of State notifies the Franchise Tax Board, which then assesses a penalty: $250 for corporations and LLCs, or $50 for nonprofit corporations.6Franchise Tax Board. My business is suspended The penalty applies whether or not the business earned income during the period.
Suspension
If a corporation fails to file for an applicable period, hasn’t filed in the preceding 24 months, and has already been certified for a penalty, the Secretary of State sends a formal notice warning that the corporation’s powers, rights, and privileges will be suspended in 60 days. If no filing follows, suspension takes effect.7California Legislative Information. California Corporations Code Section 2205
A suspended entity loses the right to use its business name in California and cannot exercise any corporate powers.8California Secretary of State. Business Entities Frequently Asked Questions A business can also be suspended by the Franchise Tax Board at the same time for unpaid taxes, which creates a second barrier to getting back in good standing.
Downstream Legal Damage
A suspended corporation or LLC cannot file lawsuits, defend against lawsuits, or enforce contracts in California courts. Contracts signed while suspended are voidable by the other party, even if the business later reinstates.9Justia Law. Schwartz v. Magyar House, Inc. A customer or vendor who signed a deal with your suspended business can walk away from it. Reinstatement does not retroactively cure that vulnerability.
The liability shield also weakens. Individuals who continue operating the business during suspension may be personally liable for debts and obligations incurred after suspension, and courts have enforced that liability even after the business was later reinstated, especially where the individual kept operating as though it were a sole proprietorship.
Getting Reinstated After Suspension
Reinstatement means clearing both the Secretary of State and the Franchise Tax Board, since either or both may be holding the suspension.
If the Secretary of State suspended your entity for failure to file, filing the overdue Statement of Information is the first step. The statute allows you to file even while suspended.7California Legislative Information. California Corporations Code Section 2205 Once the Secretary of State accepts the filing, it certifies that fact to the Franchise Tax Board.
If the Franchise Tax Board also has you suspended for unpaid taxes, you’ll need to:6Franchise Tax Board. My business is suspended
- File all past-due tax returns for every year the entity was required to file.
- Pay all outstanding balances, including taxes, penalties, and interest.
- Submit an Application for Certificate of Revivor on Form FTB 3557 BC (corporations) or Form FTB 3557 LLC (limited liability companies).
The FTB will not issue a certificate of revivor until both the Statement of Information deficiency and any tax deficiencies are resolved. Penalties and interest keep running while you wait, so moving quickly after a suspension notice saves real money. Total reinstatement costs usually run from a few hundred to several hundred dollars, depending on how many years of filings and taxes are open.
Not the Same as the Federal BOI Report
Business owners sometimes confuse the California Statement of Information with the federal Beneficial Ownership Information report under the Corporate Transparency Act. They are separate filings with different agencies. As of March 2025, domestic companies formed in the United States are exempt from the federal BOI reporting requirement.10Financial Crimes Enforcement Network (FinCEN). Interim Final Rule: Questions and Answers Foreign reporting companies registered to do business in the U.S. still have to file with FinCEN. The California Statement of Information remains mandatory on its regular schedule regardless of the federal rule.