Pleasanton Corporation Formation Lawyers

Detailed professional guidance on how to form a corporation in California

Of all the business entities an entrepreneur can establish, the corporation provides the most robust protection against personal liability for the debts and other obligations of the company. Incorporation also enables a business to sell shares to draw investment capital, especially at startup. At Garcia & Gurney, A Law Corporation in Pleasanton, we have decades of experience helping California businesses incorporate. We recognize when it’s appropriate to start off as a sole proprietorship or partnership and when the enterprise requires the benefits of incorporation. We simplify each step of the process, ensuring you receive trustworthy guidance throughout, so you can begin your business on a solid foundation.

What is incorporation?

Incorporation is the creation of a legal entity by filing the necessary document with the Secretary of State. A corporation is called a legal fiction, because it assumes the rights of an individual under state corporate law. Through the actions of its directors and officers, a corporation can enter into binding contracts, borrow or loan money, sue and be sued, hire employees and own property. 

Shareholders of a company profit through stock appreciation and dividends. However, shareholders themselves are not liable for the corporation’s debts nor can be sued individually over corporate actions. Certain types of corporations incur tax liabilities while other types serve as pass-through entities, so that only shareholders are responsible for tax payments. 

Once established, a corporate exists in perpetuity as long as it continues to comply with state regulations.

Top 10 requirements for forming a corporation in California

Here is a summary of the major steps a California company must take to incorporate:

  • Choose a name — The name must be unique to avoid confusion in the marketplace with any other entity.
  • Designate a registered agent in California — This agent is the point person or entity for all communications between the corporation and the State of California. 
  • File articles of incorporation in California — This one page form, filed with the Secretary of State, contains the basic information the state requires for you to register your business. 
  • Draft corporate bylaws — This document is a detailed set of rules your board of directors adopts after you form the corporation. Bylaws are not legal requirements, but are instrumental for well-ordered corporate governance. 
  • Appoint a board of directors — The board is charged with overseeing the operation of the corporation for the benefit of the shareholders. Initially, board members are named in the articles of incorporation, but subsequent members are elected by shareholders.
  • Hold your first board meeting — At this initial meeting, directors will adopt the bylaws, set the fiscal year and appoint corporate officers.
  • Authorize the issuance of stock — Your directors might also authorize the company to sell stock either privately or through an initial public offering (IPO).
  • File a statement of information — Within 90 days of filing your Articles, your corporation must file a Form SI-550 or Form SI-550A with the Secretary of State.
  • Obtain your California business licenses and permits — Business tax certificates are issued by cities and municipalities. You must apply in each location throughout the state where you operate. Some businesses require additional permits.
  • Get an EIN number — Your business must have its own employer identification number (EIN) or Federal Tax ID, which the IRS uses for tax purposes. 

Our firm takes pride in helping clients throughout the lifespan of their businesses, offering practical advice from formation to dissolution. 

Contact our Pleasanton business lawyers for corporate formation in California

The experienced business attorneys at Garcia & Gurney, A Law Corporation in Pleasanton help clients incorporate businesses in Alameda and throughout California. Call 925-468-0400 or contact us online to schedule a consultation.