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    AB-683
    Budget & Economy

    Business entities: limited liability companies.

    Introduced
    CA
    ∙
    2025-2026 Regular Session
    0
    0
    Track
    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