Which California County Can a Business Be Sued In, and Can a Case Filed in the Wrong County Be Moved?

Last updated: November 2026. Reviewed by Pavel Kolmogorov, California business litigation attorney (State Bar No. 321018).

A business sued in a California county with no legal tie to the dispute can usually have the case moved. Under Code of Civil Procedure sections 395 and 395.5, a contract case belongs where a defendant resides or where the contract was made or was to be performed. A corporation may also be sued where the breach occurred or at its principal place of business. The objection can be lost unless a transfer motion is filed with or before the first response. Kolmogorov Law, P.C. handles venue disputes for companies.

Call (909) 235-6116 or contact us online to discuss where your case belongs.

Venue means the county

Venue is the question of which county's superior court hears the case. Whether a case belongs in state or federal court is a different question. So is a contract clause that sends disputes to another state or country, which our page on forum selection clauses covers.

The proper county in a business contract case

The general rule points to the defendant. The proper court is in the county where the defendants, or some of them, reside when the action is commenced. Contract cases get more choices. When a defendant has contracted to perform an obligation in a particular county, the case may be filed where the obligation is to be performed, where the contract was in fact entered into, or where any defendant resides. Unless a written contract provides otherwise, the county where the obligation was incurred counts as the county of performance. If no defendant resides in California, the plaintiff may designate any county. (Code Civ. Proc., § 395, subd. (a).)

A corporation or association may be sued where the contract is made or is to be performed, where the obligation or liability arises, or where the breach occurs. It may also be sued where its principal place of business is situated. (Code Civ. Proc., § 395.5.) That text does not mention limited liability companies, so its application to an LLC should be checked against current case law before filing.

A case to recover real property, or to decide a right or interest in it, belongs in the county where the property sits. (Code Civ. Proc., § 392, subd. (a).) That covers property disputes such as commercial unlawful detainer. A business suing a buyer over goods, services, or credit for personal, family, or household use must generally file where the buyer signed the contract, lived when it was made, or lives when the case is filed. A contract term waiving that rule is void. (Code Civ. Proc., § 395, subds. (b), (c).)

When more than one county is proper

Venue can be proper in several counties at once. The Court of Appeal has explained that the plaintiff then chooses among them, that the chosen county is presumed proper, and that the party seeking a change carries the burden. The same decision enforced a contract clause in which two sophisticated parties, negotiating at arm's length, had picked one of the counties the statutes allowed. It read an older Supreme Court case as refusing effect only to a clause that tries to place venue in a county the statutes do not permit. (Battaglia Enterprises, Inc. v. Superior Court (2013) 215 Cal.App.4th 309, 313-318.)

How to move a case filed in the wrong county

A case filed in the wrong county may still be tried there unless the defendant files a notice of motion to transfer at the time it answers, demurs, or moves to strike. At its option the defendant may instead file the motion alone, within the time allowed to respond. If the county is not proper, the court must order the transfer. If the motion is denied, the court must allow a defendant that has not yet responded time to do so. (Code Civ. Proc., § 396b, subds. (a), (e).) A company that files a demurrer first and thinks about venue later may have lost the point.

The court may order the losing side to pay the reasonable expenses and attorney's fees of making or resisting the motion. It must consider whether an offer to stipulate to a change of venue was reasonably made and rejected, and whether each side acted in good faith. As between a party and its lawyer, that award is the lawyer's personal liability. (Code Civ. Proc., § 396b, subd. (b).)

When a case is transferred because it was filed in the wrong court, the plaintiff pays the transfer costs and the new filing fees before the transfer is made. If they stay unpaid for 30 days after service of notice of the transfer order, the court may dismiss the action without prejudice on a noticed motion. The dismissal is on condition that no new action on the claim is filed elsewhere until they are paid. The periods differ when review of the order is sought. (Code Civ. Proc., § 399, subd. (a).) The losing side may seek review by petition for a writ of mandate within 20 days after service of written notice of the order. (Code Civ. Proc., § 400.)

Moving a case out of a proper county

The court may change the place of trial when an impartial trial cannot be had there, or when the convenience of witnesses and the ends of justice would be promoted. (Code Civ. Proc., § 397.) The same factors can work in reverse. Once an answer is on file, a court may keep a case where it was filed if the convenience of witnesses or the ends of justice will be promoted. (Code Civ. Proc., § 396b, subd. (d).)

If you are choosing where to file

Pick a county that fits at least one statutory basis and plead the facts that make it so: where the contract was signed, where performance was due, where the defendant is based. Our guide on how to sue a company covers the other filing decisions.

If you were sued in a distant county

Decide before anything is filed. A manufacturer based in Orange County that signed and performed a supply contract there has grounds for the motion when sued in a northern county. The answer may change if the written contract called for performance in that county. Send a written offer to stipulate to the correct county before moving, because the fee statute looks at it. If the dispute belongs outside California altogether, the tool is a different one, described on our page about forum non conveniens.

What to bring to the first meeting

• The summons and complaint, with the date and manner of service.
• The contract, including any venue or forum clause.
• Where the contract was negotiated, signed, performed, and paid.
• Your company's principal office address as filed with the Secretary of State.
• A list of likely witnesses and where they are.

Frequently asked questions

We are in Orange County and were sued in Sacramento over a contract signed here. Can we move the case?

Probably, if no venue statute points to Sacramento. In California a corporation may be sued where the contract was made or was to be performed, where the liability arose or the breach occurred, or at its principal place of business. If none of those is Sacramento and no other venue statute applies, the court must transfer the case on a motion under Code of Civil Procedure section 396b filed with or before your first response.

Our contract says any lawsuit must be filed in Los Angeles County, but the other side sued us in San Diego. Is that clause enforceable?

It can be. A California Court of Appeal has enforced a venue clause between sophisticated businesses that chose one of several counties where venue was already proper under the statutes. A clause that tries to place venue in a county the venue statutes do not allow is not given effect, under an older California Supreme Court decision.

Where can a corporation be sued in California?

Under California Code of Civil Procedure section 395.5, a corporation may be sued in the county where the contract is made or is to be performed, where the obligation or liability arises, or where the breach occurs. Its principal place of business is another option. The plaintiff chooses among the counties that qualify, subject to the court's power to change the place of trial.

When must a motion to change venue be filed in California?

For a case filed in the wrong county, section 396b of the California Code of Civil Procedure sets the deadline. The notice of motion is due when the defendant answers, demurs, or moves to strike, or it may be filed alone within the time to respond. A defendant that responds without it may be held to the county the plaintiff chose.

Who pays to transfer a case to the correct county?

When the case was filed in the wrong California county, the plaintiff pays the transfer costs and the new court's filing fees before the transfer, under Code of Civil Procedure section 399. The court may also award the prevailing side its reasonable expenses and attorney's fees on the motion under section 396b, after weighing good faith and any offer to stipulate.

Talk to a California business litigation attorney

If you were sued in the wrong county, or need to choose one, call (909) 235-6116 or contact us online. Kolmogorov Law, P.C. is a business litigation firm in Irvine, California. See also our civil litigation page.

This page provides general information about California law and is not legal advice. Outcomes depend on the contract, the facts about where it was made and performed, and the court.