What an Annual LLC Report Is and How to File It
Your state may want a recurring report from your LLC. Here is what it covers, where it goes, and what happens if you miss it.
You formed an LLC. Now a letter says you owe an annual report. Here is what that means and what to do about it.
What is an annual report for an LLC?
An annual report is a form your state wants each year. It tells the state who runs your LLC and how to reach them. The IRS says a Limited Liability Company is a business structure allowed by state statute. States keep a record of each one, and the report keeps that record current.
It is a short update on names and addresses.
Why states require annual LLC reports
States keep a public list of every LLC. If your LLC owes money or gets sued, people need to know who stands behind it.
The report is how the state keeps that list honest. It also keeps your LLC in good standing. The SBA's guide says an LLC or corporation status can protect your personal property from lawsuits, but that protection has limits.
What information goes in an annual report
The form tells you what your state needs.
How do I file an annual report for my LLC?
The steps are simple:
- Find your state's business filing website.
- Look up your LLC by name.
- Open the annual report form.
- Check that the old information is still right.
- Fix anything that has changed.
- Pay the fee.
- Save the receipt.
Do it early, not on the due date.
Where to file: the Secretary of State's role
File with the office that holds your LLC's records. Some states use a different name for that office. In California, the Franchise Tax Board says to keep your LLC active you must file the Statement of Information with the SOS. Your state will have its own name for the form too. Florida's is covered in the Florida LLC annual report. Colorado calls its report the Periodic Report.
Deadlines and filing frequency
Due dates differ.
Find your state's rule and write the date down. Put it on a calendar you check. A missed date costs more than the fee.
Fees and payment
Fees vary a lot by state. Some charge a small amount.
One trap to avoid: Delaware's guide says clicking submit multiple times when paying by credit card may result in duplicate charges. Click once, then wait.
What happens if you don't file
Miss the deadline and the state acts. In California, the Franchise Tax Board says the SOS imposes a penalty if you do not file your Statement of Information.
Some states add a tax on top. The Franchise Tax Board says an LLC doing business or organized in California must pay an annual tax. It says the yearly tax is due even if you are not conducting business, until you cancel your LLC.
If your LLC is done, close it the right way. Do not just stop filing. Kentucky, for one, lists its LLC fees on one page.
Watch out for deceptive filing solicitations
Some companies send letters that look like state forms. They offer to file your annual report for a big fee.
Delaware's guide says legal entities should view suspiciously any correspondence that does not come directly from the State or their Delaware registered agent. Delaware's Division of Corporations recommends that consumers be alert to deceptive solicitations. Delaware's guide says the Secretary of State's Office works closely with law enforcement to investigate deceptive solicitations.
The fix is simple. File straight through your state's own website. Delaware's guide says notification of Annual Report and Franchise Taxes due is sent to all Delaware Registered Agents in December of each year. In Delaware, that notice reaches you through your registered agent.
Annual reports vs. other LLC obligations
The annual report is not a tax return. Taxes go to the IRS and your state's tax agency. The report goes to the office that holds business records.
Keep the two apart. Pay your taxes with your accountant. File your report with the state. Do both on time and your LLC stays in good standing.
Sources
- Annual Report and Tax Instructions - Division of Corporations - State of Delaware
- How to Form a New Business Entity - Division of Corporations - State of Delaware
- Limited liability company (LLC) | Internal Revenue Service
- Launch your business - Small Business Administration
- Limited liability company | FTB.ca.gov