The California Secretary of State Statement of Information (SOI) is a mandatory filing that keeps a business’s public record current with the California Secretary of State. For corporations and limited liability companies formed or registered in California, the SOI reports basic entity data, ownership, and contact information to the state. Filing is required on a recurring schedule based on when the entity was formed or registered, and it supports transparency for regulators, creditors, and the public while helping the state maintain accurate business records. This guide explains the rules, timelines, fees, and consequences of missing or filing late.
What is the Statement of Information
The Statement of Information is a form filed with the California Secretary of State to update and confirm key details about a domestic or foreign corporation or limited liability company. It is not a tax document, nor does it replace the franchise tax statement or federal tax returns. Instead, it serves as a compliance tool that ensures the state’s business registry reflects the company’s legal name, status, mailing address, agent for service of process, and beneficial ownership information. The SOI helps the public and government agencies identify who is behind a business entity and reduces risks of fraud or outdated records.
Who Must File
Corporations and limited liability companies formed or qualified to do business in California must file a Statement of Information. This includes domestic entities created under California law and foreign entities registered in California but organized elsewhere. Nonprofit corporations are generally exempt from the SOI filing requirement, though they may have separate reporting obligations. The obligation to file begins after the entity receives its formation or registration certificate and continues on each required cycle, unless the entity is dissolved, merged, or administratively forfeited. Entities that are in noncompliance risk administrative dissolution or loss of good standing.
Entity Types Required to File SOI
- Domestic corporations
- Foreign corporations conducting business in California
- Domestic limited liability companies
- Foreign limited liability companies registered in California
Filing Deadlines and Frequency
The filing schedule depends on when the entity was formed or registered. For corporations, the due date is determined by the last digit of the entity number assigned when the Articles of Incorporation were filed. For limited liability companies, the due date is based on the last digit of the LLC formation number. Entities formed during a given month have a corresponding filing month, and the Statement of Information is due every two years in that month. The California Secretary of State typically assigns entity numbers and initial due dates when the formation documents are accepted and recorded.
Due Date by Entity Number Last Digit
| Entity Number Last Digit | Statement of Information Due Month |
|---|---|
| 0 or 1 | April |
| 2 or 3 | June |
| 4 or 5 | August |
| 6 or 7 | October |
| 8 or 9 | December |
How to File and Fees
Filings can be completed online through the California Secretary of State’s secure business filing system, by mail using the paper Form SI-550, or via authorized third-party filing services. The filing fee is generally eighty dollars for domestic entities and ninety dollars for foreign entities, though fee schedules are subject to change and should be verified on the official Secretary of State website at the time of filing. Payment methods vary by channel, with online filings typically accepting credit or debit cards and electronic checks. Filers should retain confirmation receipts and, when available, stamped filings from the state to document compliance.
Fee and Filing Method Summary
| Entity Type | Filing Fee | Common Filing Methods |
|---|---|---|
| Domestic Corporation or LLC | $80 | Online, mail |
| Foreign Corporation or LLC | $90 | Online, mail |
Information Required on the Form
Completing the Statement of Information requires accurate details about the entity and its management. Entities must list their full legal name, California entity number, principal office address, and mailing address if different. The form also requests the name, address, and title of each officer or manager with significant control, which typically includes shareholders owning at least twenty-five percent of the beneficial ownership, key executives, and individuals with similar influence. Entities that use a commercial registered agent must include that agent’s name and address. Any errors or omissions can delay processing and create compliance risk, so reviewing the form carefully before submission is important.
Common Mistakes and Risks of Noncompliance
Late or incorrect filings are common among businesses that lose track of their two-year cycle or misunderstand which individuals must be listed. Typical errors include providing an outdated mailing address, omitting a qualifying officer or manager, or listing an incorrect entity number. Failure to file on time can result in penalties, administrative dissolution, and loss of good standing, which may restrict the entity’s ability to enforce contracts or pursue legal actions in California. Inactive or nonoperating entities remain obligated to file unless they formally dissolve or qualify for an exemption. Setting calendar reminders aligned with the entity’s due month and using consistent legal names can reduce the risk of noncompliance.
How This Fits Into California Business Compliance
The Statement of Information works alongside other state obligations, such as the franchise tax statement, minimum franchise tax, and federal tax filings. Maintaining current SOI filings supports good standing with the Secretary of State but does not relieve an entity of tax responsibilities. Entities should keep internal records of filing dates, receipts, and versioned copies of each SOI submission. For organizations with complex ownership structures or multiple entities, a centralized compliance calendar and a single point of contact for filing management can simplify ongoing compliance and reduce administrative risk.
For the most current requirements, fee schedules, and filing links, always refer to the official California Secretary of State website and retain copies of all submissions for your records.