What happens to a single-member LLC when the owner dies?
The company does not end on its own, but nobody has clear authority to run it until your membership interest reaches the person who inherits it. In California the law lets a sole member’s interest pass to heirs, successors and assigns instead of the company dissolving; if the interest passes under a will it usually waits on probate, and if it sits in a living trust your successor trustee can act for it without a court case. Your operating agreement may also say who steps in, so read it alongside your will or trust.
Decide where your business goes.
- Will packageA last will and testament, prepared online from your answers.from $695
- Trust packageA revocable living trust with a certification of trust and a pour-over will, prepared online from your answers.from $1,495
Starting prices, per person. Couples can set up a joint trust for both of you, or two plans with $100 off the second.
- Free health care directive: Says who decides about your medical care if you cannot, and what you want.
- Free financial power of attorney: Names who can handle your money matters if you are alive but unable to act for yourself.
Boring Insurance Agency is a licensed insurance agency, not a law firm, and does not provide legal advice. No attorney-client relationship is created by using this service. These documents are self-help forms prepared from the information you provide. Laws vary by state, and your circumstances may require changes these forms do not make. We recommend you have an attorney licensed in your state review your documents before you sign them.
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Kevin Kelsey
Founder | Principal Agent
Founder and principal agent of Boring Insurance, CA License #6011822. He put off his own estate plan because he did not want to take the time to find a lawyer, then built the offer so owners can set up a will or living trust online and fund it with life insurance. He is a licensed agent, not an attorney, and these pages are not legal advice.
At a glance
In your living trust
- Who can act for the company
- Your successor trustee, using a certification of trust
- How soon
- As soon as they accept the role
Only under your will
- Who can act for the company
- Your executor, once a court appoints them
- How soon
- After probate opens, often weeks or months
With no will or trust
- Who can act for the company
- An administrator a court appoints, for heirs your state chooses
- How soon
- After probate opens
California law shown. Your operating agreement and your state’s LLC law can change who may run the company and on what terms.
The detail
In California a member stops being a member of an LLC when, among other events, "The person dies."
California Corporations Code section 17706.02 (dissociation of a member)
California dissolves an LLC after "The passage of 90 consecutive days during which the limited liability company has no members, except that, on the death of a natural person who is the sole member of a limited liability company, the status of the member, including a membership interest, may pass to one or more heirs, successors, and assigns."
California Corporations Code section 17707.01 (events causing dissolution)
When a member dies, California lets "the deceased member’s personal representative or other legal representative" exercise the rights of a transferee and, "for the purposes of settling the estate," a member’s information rights.
California Corporations Code section 17705.04 (deceased member’s representative)
A California trustee "may present a certification of trust to any person in lieu of providing a copy" of the whole trust, which is how a successor trustee shows a bank or a customer they have authority.
California Probate Code section 18100.5 (certification of trust)
If an estate goes through probate in California, the attorney’s statutory fee is 4% of the first $100,000, 3% of the next $100,000 and 2% of the next $800,000, so $23,000 on a $1,000,000 estate before any extraordinary work.
California Probate Code section 10810 (statutory attorney compensation in probate)
What this means for you
- Decide who runs it, not just who owns it. Inheriting the interest and knowing how to run the business are different things. Name the person in your plan, and write down where the logins, the bank accounts and the key contracts are.
- Put the interest in your trust. A trust only controls what it owns. Moving an LLC interest into it is usually a short written assignment, but check your operating agreement and any loan documents for consent requirements first.
- Cover the gap with money. A business with no owner for a few months still has payroll, rent and a loan payment. Life insurance payable to your trust gives your successor cash to keep it going or to wind it down in order.
- Sign the two documents for while you are alive. A will and a trust work at death. A financial power of attorney and a health care directive cover the months when you are alive but unable to act, which is when a one-person company stalls first.
Go deeper on any of these
Related questions
- Does my LLC have to be dissolved when I die?
Not in California, where a sole member’s interest may pass to heirs, successors and assigns instead of the company dissolving after 90 days with no members. Other states have their own rules, and your operating agreement may add more, so check both.
- Who can sign for the LLC’s bank account after I die?
Whoever the bank accepts as having authority. A successor trustee can show a certification of trust right away. An executor usually needs court papers first, and with no will or trust a court has to appoint someone, so the account can sit frozen while payroll is due.
- Can my living trust own my single-member LLC?
Yes. The interest is assigned to the trust and your trustee manages it for you during your life. If the LLC has elected to be taxed as an S corporation, the trust has to qualify as a shareholder, which a revocable living trust does while you are alive.
- Can a living trust own LLC or S corp shares?
- How do I know whether I need a will, a trust or an attorney?
Take the Business Owner Plan Check. It asks about ten short questions about the business, your household and what you already have, then says whether most owners in your position set up a will or a living trust, or should see an attorney first, and estimates the life insurance in ranges with the arithmetic shown.
- Take the Plan Check
Set it up, then fund it
We set up wills and revocable living trusts through our online document platform, from $695 for a will and $1,495 for a trust, and we place the life insurance that pays into them. We do not draft operating, partnership or buy-sell agreements, and we do not give legal advice; when your situation needs an attorney, the Plan Check says so.
Boring Insurance Agency is a licensed insurance agency, not a law firm, and does not provide legal advice. No attorney-client relationship is created by using this service. These documents are self-help forms prepared from the information you provide. Laws vary by state, and your circumstances may require changes these forms do not make. We recommend you have an attorney licensed in your state review your documents before you sign them.
Written by Kevin Kelsey, founder and principal agent, CA License #6011822. Last updated 2026-10-05. See all guides.