Earlier quoted context omitted.
That’s ~$67/mo to stay in business. I don’t see how this can be considered a horrible thing.
When you're a very small business losing money the first few years of operating and California sticks you with an $800 bill on top of local taxes that are also levied regardless of income (business personal property), it's a giant slap in the face that makes you want to move your business to pretty much any other state.
How to form a California LLC without a lawyer
191–200 of 200 posts
Re: How to form a California LLC without a lawyer
#192Earlier quoted context omitted.
> pay the $800 annual fee whether or not you have any income Really? In the 2 states I've lived in, there is no annual fee for LLC's. I'm curious what the reasoning behind having a fee that large is.
In my state (not California) I have to file paperwork with the state on a yearly basis to confirm the status of my corporation: still active, any changes to the board, etc. There is a fee associated with this as well, though it's far less than $800. If you fail to do this, they just dissolve your corporation.
Re: How to form a California LLC without a lawyer
#193Earlier quoted context omitted.
:) I forgot to file one year (still paid the $800 on time) and got hit with a $500 fine that there was no way around. That LLC made -$1300 that year.
Yea similar story. Had a partner and thought we would do a startup. Wanted to be all official so formed a LLC in CA. At the end of the year we had no revenue, and just some source code we had been plugging away at for the year. So our biggest two expenses were: $800 “standard fuck you” tax from California and about $400 to a CPA to write “$0” on a bunch of federal and state tax forms. After a couple of years of that…
FYI -- You and your partner could have formed a general partnership, gotten a separate TIN from the FTB and IRS, and registered a ficticous business name with the county. When the company is ready to sell software, you can transition from a GP to an LLC. Your CPA should have told you this; get a better one next time.
Re: How to form a California LLC without a lawyer
#194Earlier quoted context omitted.
What if you have to bill clients incorporated in CA?
(IANAL disclaimer) Merely having customers in California does not create a "locus of business" in CA that would require you to pay the $800 annual fee. On the other hand, if you have an office and/or employees in CA, it probably would.
Stop giving legal advice.
Billing clients in California can create a nexus but it depends on the amount of sales. A company is considered doing business and subject to California tax laws if state sales or property exceed the following amounts:
* CA sales of $601,967 or 25% of total sales.
* CA real and tangible personal property worth $60,197 or 25% of total property.
Also, if a company engages in any transaction for the purpose of financial gain within California, the Franchise Tax Board considers that doing business within the state. An example would be meeting potential clients during a professional conference and negotiating a sale. This can be done by either a member of the LLC, an employee, or an agent such as an independent contractor.
Re: How to form a California LLC without a lawyer
#195Earlier quoted context omitted.
> Keep in mind that moving money in to and out of limited liability companies is not trivial, so you should have sufficient founding capital to cover the initial expected expenses. Can you not, as an owner or director, loan money to the company to cover initial expenses? In the UK it's common to run a Directors Loan Account. With the DLA you can lend money to the company to start things up, or pay for things personal…
You can loan money to your own company as shareholder. However, there are a few things to keep in mind: * a shareholder loan is treated like capital - it’s the last loan to receive payment if the company folds. Probably not a problem in most single person LLCs, it important to keep in mind when it happens. If you pay your own loan and default on another, that’s a crime. * you cannot in general make up arbitrary terms…
Just some data points from the UK, not disagreeing with the parent comment.
Lending to the company is useful as an alternative to posting a large amount of _initial_ share capital, which you might simply not have, or not want to declare at first. For example, if you have a main job, and you are starting a company for a side project (to give it clearer legal structure or other benefits of incorporation), and don't have savings to put in. Rather than wait until you've saved up, you might start the company with minimal share capital, then add project funding over time from your main job salary by way of directors loan rather than issuing more shares and all the complications that go with that.
In the UK it's simpler, especially for small, short term director loans:
- When lending to the company, the terms don't have to be those a third party would agree to. It's ok to be interest-free, or to charge interest. If charging it's personal income for the director and personally taxable as interest, and a taxable business expense to the company For a one-person, 100% owned company it will generally be favourable to not charge interest, as well as simpler to document. A drawn up contract is of course advisable, especially for loans with interest, to document what's going on especially for authorities, but it can be a simple one.
In one-person companies it's common to lend to the company as a side effect of other things, for example deferring an agreed salary payment, dividend, or sale of property into the company posted to the loan account instead of paid as cash.
- When borrowing from the company, below £10k and for a strictly limited timing relative to the company accounting year, a director can borrow interest-free without involving taxes (as long as it doesn't follow a pattern that would be deemed an advance on salary instead, then there would be tax/NI implications).
- Otherwise, if insufficient interest "hidden payment" can occur, which we call "benefit in kind", and it's dealt with legally by paying tax on an amount you or your accountant can calculate. Helpfully, an agreeable interest rate is formally specified by the tax authorities; if it's paid there's no benefit in kind to worry about anyway. There is no need to evaluate and document what a third party might agree to.
In practice, the smaller type is not uncommon, and can even occur by accident, for example if a director mistakenly pays for something personal on a company card, that's recorded as DLA until it's paid back or covered by something else.
Re: How to form a California LLC without a lawyer
#196Re: How to form a California LLC without a lawyer
#197Earlier quoted context omitted.
When you're a very small business losing money the first few years of operating and California sticks you with an $800 bill on top of local taxes that are also levied regardless of income (business personal property), it's a giant slap in the face that makes you want to move your business to pretty much any other state.
Then move. But remember, if you do business in California, you must still pay the franchise fee if you have a company that is NOT a sole proprietor or general partnership. Incorporating in another state will not save you, you must register with Secretary of State as a foreign entity.
Re: How to form a California LLC without a lawyer
#198Make sure you do your LLC banking at a different bank than your personal checking account.
Why?
Re: How to form a California LLC without a lawyer
#199Re: How to form a California LLC without a lawyer
#200What's the best bank to use for a newly formed LLC? I'm torn on whether or not to use Axos
https://mercury.com No relation, just a happy user. Founder lurks on here, answered some questions in a thread, that’s how I found them.