What Is a Statement of Information?
A Statement of Information (SOI) is a periodic filing required by the California Secretary of State for both LLCs and corporations doing business in California. It keeps the state's business records current with your company's contact information, registered agent, and management details. Failing to file on time can result in penalties and, ultimately, the suspension of your business entity.
Who Must File?
- LLCs: Must file an initial Statement of Information within 90 days of formation, then every two years.
- Corporations: Must file an initial Statement of Information within 90 days of formation, then every year.
- Foreign LLCs and corporations registered to do business in California have the same obligations.
What Information Is Required?
The exact information varies slightly between LLCs and corporations, but generally includes:
- Business name and Secretary of State file number
- Principal office address (street address — no P.O. boxes)
- Mailing address (if different from principal office)
- Name and address of your registered agent
- Names and addresses of managers or members (for LLCs) or officers and directors (for corporations)
- A brief description of the business activity
Filing Deadlines
For LLCs
LLCs must file their biennial Statement of Information by the last day of their anniversary month every two years. For example, if your LLC was formed in March 2023, your biennial filing would be due by March 31, 2025.
For Corporations
Corporations are assigned a specific filing period based on their formation date and must file annually. The Secretary of State will send reminder notices, but ultimately it is your responsibility to file on time.
Filing Fees
| Entity Type | Filing Fee | Frequency |
|---|---|---|
| LLC (Form LLC-12) | $20 | Every 2 years |
| Stock Corporation (Form SI-550) | $25 | Annually |
| Nonprofit Corporation (Form SI-100) | $20 | Annually |
How to File
- Online: The fastest method — visit the California Secretary of State's bizfile Online portal at bizfileonline.sos.ca.gov.
- By Mail: Download the appropriate form from the SOS website, complete it, and mail it with a check or money order.
- In Person: Visit the Secretary of State's office in Sacramento or a regional office.
Penalties for Late Filing
If you miss your filing deadline, the Secretary of State will assess a $250 late penalty for LLCs and corporations. Beyond the penalty, continued non-compliance can lead to your business being placed in delinquent or suspended status, which means you lose the right to transact business, bring lawsuits, or enforce contracts in California.
Tips for Staying on Track
- Set a calendar reminder at least 30 days before your filing deadline.
- Use a registered agent service — many will send compliance reminders on your behalf.
- Double-check your registered agent's address each time you file to ensure it's still accurate.
- Keep a copy of your filed Statement of Information in your business records.
The Statement of Information is a simple but critical filing. Staying on top of it protects your business's good standing and avoids costly penalties.