What is the Minimum Number of Members for an LLC in California?
California requires a minimum of one member to form an LLC. Under Cal. Corp. Code § 17702.01, a single-member LLC is fully valid and operational. You do not need multiple owners to establish or maintain an LLC in California.
Formation Requirements
When filing your Articles of Organization (Form LLC-1) with the California Secretary of State, you must designate your management structure as either member-managed or manager-managed. A single member can serve as both the sole member and manager. The organizer filing the formation documents need not be a member or manager—any person may serve as organizer.
Submit your Articles of Organization online through BizFile at https://bizfileonline.sos.ca.gov/. Standard processing takes 3–5 business days. The filing fee is $70.00. Your LLC name must include "LLC," "L.L.C.," or "Limited Liability Company" and be distinguishable from existing business names on the Secretary of State's records.
Single-Member LLC Advantages
A single-member LLC provides personal liability protection while maintaining tax flexibility. For federal tax purposes, a single-member LLC is treated as a disregarded entity unless you elect otherwise. This structure is popular with solo entrepreneurs and small business owners seeking liability protection without needing partners.
California imposes no ongoing minimum member requirement. You may start with one member and add members later, or reduce multiple members to one member without dissolving the LLC.
Next Steps
- Search your desired name at https://bizfileonline.sos.ca.gov/search/business to confirm availability.
- Reserve the name (optional) for $10.00 if you need 60 days before filing.
- Prepare Form LLC-1 with your LLC name, principal office address in California, registered agent details, and management structure.
- File online via BizFile with the $70.00 fee.
- Obtain an EIN from the IRS (free) for tax purposes.
- File a DBA with your county clerk ($26.00) if operating under a different name.
Contact the California Secretary of State at (916) 657-5448 for filing questions or visit https://www.sos.ca.gov/.
This is general information, not legal advice.