Registering a Foreign LLC in California (Form LLC-5)
If you formed an LLC in another state and want to do business in California, register as a foreign LLC with the Secretary of State. Filing fee: $70. But you also owe the $800 annual franchise tax — California taxes all LLCs doing business in the state regardless of where they are formed. See all LLC types or our formation guide.
When Registration Is Required
California the California Revenue and Taxation Code broadly defines "doing business" in California:
- Having a member/manager who is a CA resident
- Earning CA-source income exceeding the lesser of $500K or 25% of total income
- Having real or personal property in CA exceeding the lesser of $500K or 25%
- Having CA-based payroll exceeding the lesser of $500K or 25%
- Organizing or commercially domiciling in CA
California is aggressive — forming in Delaware, Wyoming, or Nevada while having any meaningful CA presence triggers the $800 franchise tax and registration requirement.
How to Register — Form LLC-5
File Application to Register (Form LLC-5):
- Fee: $70
- Filed with: CA Secretary of State (bizfileOnline or mail)
- Required: LLC name, home state, date of formation, agent for service of process (CA address), principal address
- Processing: 3-5 business days online
Obligations After Registration
Ready to get started?
Get StartedSame as domestic CA LLCs:
- $800 annual franchise tax (FTB)
- Form 568 (annual return)
- LLC fee (if CA income >$250K)
- Statement of Information (LLC-12) — $20 every 2 years
- Maintain CA agent for service of process
The Math: Forming Elsewhere Does NOT Save Money
| Approach | Year 1 | Annual |
|---|---|---|
| Domestic CA LLC | $90 (Articles + SOI) | $820 ($800 + SOI amortized) |
| Wyoming LLC + CA registration | $100 (WY) + $70 (CA) + $60 (WY annual) | $860 ($800 CA + $60 WY) |
| Delaware LLC + CA registration | $90 (DE) + $70 (CA) + $300 (DE annual) | $1,100 ($800 CA + $300 DE) |
Forming in CA directly is cheapest if you operate in CA. The $800 franchise tax is inescapable.
FAQ
Does forming in Nevada or Wyoming avoid the $800?
NO. If you "do business" in California (any meaningful presence), you owe the $800 regardless of where you formed. California's definition of "doing business" is very broad.
Can the FTB suspend a foreign LLC?
Yes. Same consequences as domestic LLCs: cannot sue in CA courts, cannot transact business in CA.