How to File an LLC Annual Report or Corporate Report

In most states, you must file an annual or corporate report to keep your LLC in good standing.

By , Attorney

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Most states require LLC owners to file an annual report, which provides updates on essential company information, such as the business address and the contact information for the registered agent (a registered agent is the person or company that receives legal documents and government notices on behalf of the company). Your state might refer to this filing as a corporate report, statement of information, annual renewal, periodic report, biennial statement, or a decennial report. All these filings serve the purpose of providing contact information and letting the government and the public know your company is still in business. LLCs that fail to file annual reports face penalties.

Research Your State's Filing Requirements

The state where you registered your LLC has established your annual filing requirements. The information you must provide and the procedures for filing are unique to each state. Some states do not require companies to submit a report, but simply an annual tax return. If you registered the business in more than one state, you might be responsible for more than one report, depending on the laws of each state where you registered. Because it's important to comply with your state's reporting requirement, be sure to research and understand the rules. And if you are registered in more than one state, remember that state procedures vary greatly; don't assume that the rule in one state will be the rule in another. State regulations vary in the following ways:

Initial filing requirement. Some states require LLC owners to file an initial report within a few months of forming the company; others do not have an initial filing requirement, and LLC owners will make their first filing when the annual report is due.

Frequency and deadlines. Some states require annual filings, while other states require owners to file every other year or once every ten years. The report might be due on the anniversary of the company's formation, or the state might have the same due date for every company.

The filing fee. The filing is free in some states, while other states charge a filing fee.

The place for filing. Typically, business owners will file with the Secretary of State, or they might file with a different agency, like the Department of Taxation.

Method of filing. Many states allow business owners to file electronically, while others require paper or fax filings.

What to Include in the Annual Report

An annual report is simple to fill out and requires minimal information. Unlike your tax return, an annual report does not include detailed information about your finances. Generally, the state requests updates on essential company information only, such as:

  • the name of the business
  • address of the principal place of business
  • mailing address for the business
  • the name and contact information for the registered agent
  • the end of the fiscal year
  • whether the LLC is manager-managed or member-managed
  • names of owners and managers (for a manager-managed LLCs), and
  • name of the person submitting the report (must be an owner or an authorized individual).

Your state might require you to include your LLC state identification number on the filing. If you do not know your number, look up your business using your state's business entity search tool. If the identification number is not available online, call your Secretary of State.

Penalties for Not Filing

If you fail to file the required report, you could face penalties, such as a late filing fee. After a specified period of noncompliance, the state might dissolve the company. You might have the option to reinstate the company, which often requires additional paperwork and fines. If you do not rectify the issue by a specified date, the state may permanently dissolve the business. After permanent dissolution, you will no longer have liability protection, and to restart the company, you would have to file new incorporation paperwork and pay the formation fees again.

Annual Tax and Business License Filings

To keep your LLC in good standing, you might have more than one annual filing. All LLCs must file annual tax returns, including federal and state filings. Depending on your business, you might have additional tax filings, such as employer tax, sales and use tax, or occupancy tax. When your LLC has any business licenses, such as town or county permits, or a food and beverage license, the issuing agencies might require additional annual filings.

Keeping Track of Your Filings

So long as you keep your contact information up to date with the state, you should receive renewal notices for the different reports as they become due. However, even if you do not receive reminders, you are responsible for submitting your reports. Because you are ultimately responsible for filing on time, it is a good idea to maintain a calendar that has all of your due dates for your various reports.

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