AB-683
Budget & Economy

Business entities: limited liability companies.

Introduced
CA
2025-2026 Regular Session
0
0
Track

Key Takeaways

  • Establishes a new system for LLCs to certify their existence and authority to third parties.
  • Requires LLC certifications to include legal name, jurisdiction, and list of authorized signers.
  • Protects parties who rely on LLC certifications from liability if acting without knowledge of errors.
  • Allows recording of LLC certifications with county recorders for real estate transactions.

Summary

Assembly Member Davies proposes new mechanisms for Limited Liability Companies (LLCs) to formally certify their existence and authority through legislation that would add Section 17702.08 to California's Corporations Code. The measure allows LLCs to issue standardized certifications containing their legal name, jurisdiction of formation, filing date, good standing status, and a list of authorized representatives.

The certification process requires an acknowledged declaration signed by all current authorized signers, confirming that the LLC's operating agreement and governance documents remain unmodified in ways that would invalidate the certification's representations. Third parties may rely on these certifications when conducting business with the LLC, receiving liability protection if they act without knowledge of any incorrect information. The bill specifies that transactions executed by authorized signers are enforceable against LLC assets, except when the third party knows the signer exceeded their authority.

For real estate matters, the legislation permits recording LLC certifications with county recorders where the property is located, establishing them as public records. While recording is optional for property transfers, county recorders must accept these filings and may charge fees to cover associated costs. The measure allows affected parties to request additional documentation, such as operating agreements or amendments, while maintaining the certification's status as a standalone verification tool.

Key Dates

Next Step
Referred to the Assembly Standing Committee on Banking and Finance
Next Step
Assembly Committee
Referred to the Assembly Standing Committee on Banking and Finance
Hearing has not been scheduled yet
Introduced
Assembly Floor
Introduced
Read first time. To print.

Contacts

Profile
Phillip ChenR
Assemblymember
Committee Member
Not Contacted
Not Contacted
Profile
Blanca RubioD
Assemblymember
Committee Member
Not Contacted
Not Contacted
Profile
Laurie DaviesR
Assemblymember
Bill Author
Not Contacted
Not Contacted
Profile
Mike FongD
Assemblymember
Committee Member
Not Contacted
Not Contacted
Profile
Diane DixonR
Assemblymember
Committee Member
Not Contacted
Not Contacted
0 of 10 row(s) selected.
Page 1 of 2
Select All Legislators
Profile
Phillip ChenR
Assemblymember
Committee Member
Profile
Blanca RubioD
Assemblymember
Committee Member
Profile
Laurie DaviesR
Assemblymember
Bill Author
Profile
Mike FongD
Assemblymember
Committee Member
Profile
Diane DixonR
Assemblymember
Committee Member
Profile
Pilar SchiavoD
Assemblymember
Committee Member
Profile
Esmeralda SoriaD
Assemblymember
Committee Member
Profile
Avelino ValenciaD
Assemblymember
Committee Member
Profile
Maggy KrellD
Assemblymember
Committee Member
Profile
Michelle RodriguezD
Assemblymember
Committee Member

Get Involved

Act Now!

Email the authors or create an email template to send to all relevant legislators.

Introduced By

Laurie Davies
Laurie DaviesR
California State Assembly Member
10% progression
Bill has been formally introduced and read for the first time in its house of origin (2/14/2025)

Key Takeaways

  • Establishes a new system for LLCs to certify their existence and authority to third parties.
  • Requires LLC certifications to include legal name, jurisdiction, and list of authorized signers.
  • Protects parties who rely on LLC certifications from liability if acting without knowledge of errors.
  • Allows recording of LLC certifications with county recorders for real estate transactions.

Get Involved

Act Now!

Email the authors or create an email template to send to all relevant legislators.

Introduced By

Laurie Davies
Laurie DaviesR
California State Assembly Member

Summary

Assembly Member Davies proposes new mechanisms for Limited Liability Companies (LLCs) to formally certify their existence and authority through legislation that would add Section 17702.08 to California's Corporations Code. The measure allows LLCs to issue standardized certifications containing their legal name, jurisdiction of formation, filing date, good standing status, and a list of authorized representatives.

The certification process requires an acknowledged declaration signed by all current authorized signers, confirming that the LLC's operating agreement and governance documents remain unmodified in ways that would invalidate the certification's representations. Third parties may rely on these certifications when conducting business with the LLC, receiving liability protection if they act without knowledge of any incorrect information. The bill specifies that transactions executed by authorized signers are enforceable against LLC assets, except when the third party knows the signer exceeded their authority.

For real estate matters, the legislation permits recording LLC certifications with county recorders where the property is located, establishing them as public records. While recording is optional for property transfers, county recorders must accept these filings and may charge fees to cover associated costs. The measure allows affected parties to request additional documentation, such as operating agreements or amendments, while maintaining the certification's status as a standalone verification tool.

10% progression
Bill has been formally introduced and read for the first time in its house of origin (2/14/2025)

Key Dates

Next Step
Referred to the Assembly Standing Committee on Banking and Finance
Next Step
Assembly Committee
Referred to the Assembly Standing Committee on Banking and Finance
Hearing has not been scheduled yet
Introduced
Assembly Floor
Introduced
Read first time. To print.

Contacts

Profile
Phillip ChenR
Assemblymember
Committee Member
Not Contacted
Not Contacted
Profile
Blanca RubioD
Assemblymember
Committee Member
Not Contacted
Not Contacted
Profile
Laurie DaviesR
Assemblymember
Bill Author
Not Contacted
Not Contacted
Profile
Mike FongD
Assemblymember
Committee Member
Not Contacted
Not Contacted
Profile
Diane DixonR
Assemblymember
Committee Member
Not Contacted
Not Contacted
0 of 10 row(s) selected.
Page 1 of 2
Select All Legislators
Profile
Phillip ChenR
Assemblymember
Committee Member
Profile
Blanca RubioD
Assemblymember
Committee Member
Profile
Laurie DaviesR
Assemblymember
Bill Author
Profile
Mike FongD
Assemblymember
Committee Member
Profile
Diane DixonR
Assemblymember
Committee Member
Profile
Pilar SchiavoD
Assemblymember
Committee Member
Profile
Esmeralda SoriaD
Assemblymember
Committee Member
Profile
Avelino ValenciaD
Assemblymember
Committee Member
Profile
Maggy KrellD
Assemblymember
Committee Member
Profile
Michelle RodriguezD
Assemblymember
Committee Member