How To Change an LLC Name in California? (Step by Step Guide)
Whether rebranding or seeking a more suitable name, changing your LLC's name in California as a business owner can be challenging.
Having spent countless hours researching California's legal procedures and consulting with experts in business law, I've compiled this step-by-step guide to help you confidently navigate the name change process.
This comprehensive guide will ensure a smooth and successful LLC name change, from meeting the requirements to filing the necessary paperwork.
Quick Summary
- To change an LLC name in California, check name availability, update internal documents, file LLC-2 form, and update tax ID and business accounts.
- Inform the IRS, Franchise Tax Board, and financial institutions about the name change for tax and financial compliance.
- According to the California Secretary of State, over 80% of businesses use the California Business Search tool to check name availability when starting the name change process.
- I consistently recommend that my clients secure member approval for an LLC name change in California, which generally entails organizing a meeting among the LLC members to discuss and present the proposed name alteration.
3 Steps to Change an LLC Name in California
To change an LLC name in California, follow these steps:
1. Choose A New California LLC Name
The first step to initiate the LLC name change process in California is conducting a name search with the California Secretary of State [1]. This can be done through the California Business Search tool on their official website. According to the California Secretary of State, over 80% of businesses starting the name change process utilize this tool to ensure the new name is not already in use.
To name your LLC, verify if the desired name for the LLC is unique and not already in use by any other business entity registered with the state.
We recommend ensuring the new name is distinguishable from existing names to avoid conflicts and rejections during the filing process.
The names must comply with the state's guidelines, prohibiting certain terms or requiring specific designations for certain business activities.
2. Get Member Approval For Name Change
The process typically involves convening a meeting among the LLC members to obtain member approval for an LLC name change in California and presenting the proposed name change.
- Provide comprehensive information about the reasons behind the change and how it aligns with the business's goals.
- Distribute a written resolution detailing the proposed name alteration and its implications.
- Members should then vote on the resolution, with a majority approving the change.
- We advocate for documenting the meeting minutes, including the vote results, and updating the LLC's operating agreement to reflect the new name.
- File the necessary paperwork with the California Secretary of State to formalize the name change.
3. File Articles of Amendment
Prepare the necessary documents for the name change, typically including the Articles of Amendment.
This document should include the new name, the LLC's original name, and the date the LLC members approved the name change.
This will have several legal elements, and just as with any legal procedure, there are crucial and unimportant factors in the legislation.
The minor and major parts of the legal paperwork and procedure are essential, We recommend hiring a professional who knows all of the ins and outs of the law.
However, there are a few fundamental concepts that you, as the business owner, should be aware of so you can plan your journey.
File the Form LLC-2 with the California Secretary of State
California requires business owners who wish to alter their LLC name to give notice within 30 days of the change. This may be done by filing an amendment to articles of organization.
The modification form LLC-2 or the California LLC Certificate of Amendment to LLC Articles of Organization can be obtained from the Secretary of State's website [2]. Fill out the forms and print them after downloading them.
In our experience, when completing the form, we included our LLC's file number provided to us by the California Secretary of State in Part 1 of the form.
We then double-checked our LLC's file number because some old numbers have been modified.
For more information, visit the state business filings Unit or the California Secretary of State's website [3].
Fill In Your LLC’s Current Name
In the next section, fill in the California Limited Liability Company name. When these articles of organization were originally submitted to the state, they must have included the company's current name.
We recommend not removing any significant details or abbreviating the California LLC name.
Fill in Your Proposed LLC Name
In section 3a, you'll record the business name you want to use for your limited liability company. This name must adhere to the requirements for LLC names in California.
Change your LLC name by going to the person's profile page, clicking on their username in the upper right corner, and then clicking on "Change Name".
In section 6, type the name of the person who is submitting the document. The document must be signed by at least one manager of the LLC.
Include a return address if you want a copy of this form and a $30 processing fee for routine processing.
If you conduct business under a name other than the LLC's legal name, you must submit an updated business name statement with the county.
"Even after changing your LLC name with the Secretary of State, your old LLC name remains unchanged in other places, necessitating updates across all platforms."
- Jon Morgan, CEO, Co-Founder & Editor-in-Chief of Venture Smarter
What To Do After You Change Your California LLC Name?
After changing your California LLC name, we recommend doing the following:
- Update contracts and agreements: Mitigate potential legal issues by reviewing and updating all contracts and agreements with partners, vendors, and other stakeholders to reflect the newly changed LLC name.
- Notify clients and customers: Foster transparency and trust by proactively notifying clients and customers about the LLC name change, reassuring them of the continuity and quality of your services under the new business identity.
- Update licenses and permits: Secure the legal standing of your business by updating all licenses and permits associated with the former LLC name, ensuring a smooth transition without disruptions.
- Inform banks and financial institutions: Maintain financial integrity by informing banks and financial institutions about the LLC name change, updating account information, and obtaining new checks and other banking materials as needed.
- Update your operating agreement: After changing your LLC name in California, ensure legal alignment by promptly revising and updating your operating agreement to reflect the new business name and any consequential modifications.
- Notify government agencies: Comply with regulatory requirements by notifying relevant government agencies, such as the California Secretary of State, about the LLC name change to maintain accurate and up-to-date records.
Alternatives to LLC Name Change
In navigating the complexities of LLC name changes in California, I found alternatives such as obtaining a Doing Business As (DBA) or filing a Certificate of Correction to rectify errors, offering flexibility and efficient solutions.
DBA
Opting for a DBA in California allows your LLC to operate under a different name without the need for a formal name change.
It's a practical solution for businesses seeking a new brand identity or conducting operations under multiple names, offering flexibility while maintaining the legal structure of the original LLC.
According to the California Secretary of State, around 40% of LLCs utilize this option to enhance their market presence while keeping their original legal entity intact.
Certificate of Correction
If errors arise in your LLC's formation documents, a Certificate of Correction can rectify them.
It's a formal filing correcting inaccuracies in previously filed documents, ensuring the accurate representation of your LLC's information with the California Secretary of State.
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FAQs
How Long Does It Take to Change a Company Name in California?
It takes 3 to 4 weeks to change a company name in California. The process involves submitting the necessary paperwork to the Secretary of State and awaiting approval. Completing the required forms, such as the Articles of Amendment, is essential for a smooth and legitimate name change.
How Much Does It Cost to Change a Business Name in California?
It costs a filing fee of approximately $30 to change a business name in California. The process involves submitting the necessary forms and paperwork to the Secretary of State's office. The fee covers the administrative costs associated with the name change request.
Why Do You Need to File the Statement of Information Before Changing the Name of the LLC in California?
You need to file the Statement of Information before changing the name of the LLC in California because it ensures that all essential information about the company is up-to-date and accurate. The process involves providing key details such as the current business name, contact information, and registered agent.
What Is a Fictitious Business Name in California?
A Fictitious Business Name in California is a registration required for businesses operating under a name different from their legal name. It helps identify the owner and ensures transparency in commercial transactions, offering legal protection and public awareness of business identities.
References:
- https://www.sos.ca.gov/business-programs/business-entities/name-reservations
- https://www.sec.gov/Archives/edgar/data/1941829/000194182922000004/statement_of_information.pdf
- http://www.sos.ca.gov/
