How to show a bank that a family member was the sole member of a California LLC

Short answer: The California Secretary of State can provide formation records (Articles of Organization) and periodic filings (Statement of Information) and a Certificate of Status. Those documents can help, but they often do not prove ownership by themselves. To convince a bank that a deceased family member was the sole LLC member you typically need a combination of Secretary of State records plus internal LLC documents (operating agreement, membership ledger or membership certificate), the decedent’s death certificate, and proof of authority to act for the decedent’s estate (probate letters or a qualifying small‑estate instrument). This article explains which SoS documents exist, what they usually show, and what banks commonly ask for under California law.

What the California Secretary of State can provide

The Secretary of State maintains public filings for LLCs. The key items you can order or view are:

Articles of Organization (Form LLC‑1) — This is the original formation filing. It confirms the LLC name, designated agent for service of process, and formation date. It usually does not list members or their ownership percentages. See the California SOS LLC page: https://www.sos.ca.gov/business-programs/business-entities/filing-tips/limited-liability-company-llc.
Statement of Information (Form LLC‑12) — An LLC files this periodically. It requires the name and business address and must list either managers or, for member‑managed LLCs, the members (depending on how the form was completed). If the Statement of Information on file names the decedent as the only member, that helps show sole membership — but not every Statement of Information lists members, and an LLC may have filed a Statement that lists managers instead. See the SOS page on Statements of Information: https://www.sos.ca.gov/business-programs/business-entities/statements.
Certificate of Status / Certificate of Good Standing — The SOS can issue a certificate that the LLC is formed and in good standing at the time of the certificate. That document confirms active status but does not list members or ownership interests. See SOS certificates: https://www.sos.ca.gov/business-programs/business-entities/certificates.
Amendments, merger or termination filings — Look for any filed amendments that change management or membership structure. Those filings may be relevant if they show an ownership change.

How reliable are SoS records for proving sole membership?

SoS records prove formation and the content of what an LLC elected to file publicly. They do not create or record every private detail of an LLC’s internal ownership. Many LLCs do not list member names on public filings. The most reliable proof of a sole member is internal company documentation (operating agreement, membership ledger, membership certificates) and tax filings that reflect single‑member status.

What banks commonly require when a sole member dies

Banks have compliance and risk rules. When a sole member dies, banks typically require proof both that the decedent owned the LLC interest and that the person presenting documents has legal authority to act. Commonly requested items:

Certified copy of the decedent’s death certificate.
Certified copies of SoS filings: Articles of Organization (LLC‑1), the latest Statement of Information (LLC‑12) and a Certificate of Status.
Company internal documents: operating agreement, membership ledger, membership certificates, and any amendments showing the decedent as the sole member.
Proof of authority to act for the decedent or the LLC: letters testamentary or letters of administration (from the probate court) if the decedent’s interest is part of the probate estate; or an accepted small‑estate affidavit or other documentary evidence if California rules allow transfer without formal administration.
If the LLC was treated as a single‑member disregarded entity for tax purposes, a copy of the decedent’s personal tax return or K‑1 showing the LLC income can be helpful.
Any beneficiary designation, assignment, or transfer documents relating to the membership interest.

Typical steps to satisfy a bank

Order certified/certified‑true‑copies of the LLC’s Articles of Organization, the most recent Statement of Information, and a Certificate of Status from the California Secretary of State. SOS ordering information: https://www.sos.ca.gov/business-programs/business-entities/forms.
Locate internal LLC records (operating agreement, membership ledger, membership certificates). If you cannot find them, ask other family members or the deceased’s attorney or accountant.
Obtain the decedent’s certified death certificate from the county recorder or local vital records office.
Ask the bank in writing what specific documents they require. Different banks set different checklists.
If the bank requires court authority, open probate (or obtain letters testamentary/administration) or, if applicable, prepare a small‑estate affidavit and follow Probate Code procedures for payment of personal property. The probate court issues the formal letters that banks usually accept as authority to act on behalf of the estate.
If necessary, show how the membership interest passes under the LLC’s operating agreement or by will. If the operating agreement allows transfer or appoints a successor manager, provide that clause and certified copies.

Relevant California law and official sources

California Revised Uniform Limited Liability Company Act (Division 1.5, Corporations Code). This division governs LLC formation, management, and transfer rules: https://leginfo.legislature.ca.gov/faces/codes_displayexpandedbranch.xhtml?tocCode=CORP&division=1.5.
California Secretary of State business filings and forms (Articles of Organization, Statement of Information, Certificates): https://www.sos.ca.gov/business-programs/business-entities.

Short hypothetical example

Suppose your uncle formed “ABC Holdings, LLC” and you believe he was the only member. The SoS shows Articles of Organization for ABC Holdings and the most recent Statement of Information lists him as the sole member. You locate his signed operating agreement that states he is the sole member and contains no transfer on death clause. After his death, the bank asks for proof of authority. You provide the death certificate, certified SoS records and the operating agreement. The bank still wants authority to distribute funds, so you obtain letters testamentary from the probate court naming you personal representative. Presenting the probate letters plus the operating agreement and SoS records satisfies the bank.

Helpful hints

Ask the bank for a written checklist. Banks vary; a written list avoids surprises.
Order certified copies from the Secretary of State rather than uncertified printouts. Banks often ask for certified documents.
Search the deceased’s personal papers, email, safe deposit box, and attorney files for an operating agreement or membership certificates.
If the LLC was single‑member and the bank account was in the decedent’s personal name, different rules may apply—confirm the account ownership with the bank.
If the operating agreement contains clear succession language, that can avoid probate if the bank accepts it. Many banks still require probate court documents.
Keep copies of everything given to the bank and get receipts for documents they keep.

Disclaimer: This information is educational and explains California procedures and typical lender practices. It is not legal advice and does not create an attorney‑client relationship. For advice about your specific situation, consult a California attorney or the probate court in the county where the decedent lived.