Key facts
- Most states add a late fee the day after the due date. A few charge nothing but mark the company past due.
- Next the company loses its good standing, and that status is public on the Secretary of State’s record.
- If the report stays unfiled, the state dissolves or revokes the company after a grace period that differs by state.
- Almost every state allows reinstatement, but it costs more, and takes longer, than filing on time.
On this page
What happens, in order
The sequence is much the same everywhere, even when the words change. First the report is late and the state adds a fee. Then the company is marked delinquent, or “not in good standing”. Finally, if nothing is filed, it is administratively dissolved; for corporations and out-of-state companies the state may say “revoked” or “forfeited” instead.
Each step is public. Anyone who looks the company up on the Secretary of State’s website sees its status, and banks, landlords and buyers check it before they sign.
- The day after the due date. The report is late. Most states add a fee at once; some wait a month.
- Weeks to months later. The company loses its good standing. It still exists, but it cannot get a certificate of good standing.
- After the grace period. The state dissolves or revokes the company, and in many states its name is released for others to use.
The clock, state by state
The table lists what each state does when the report is missed, with the state’s filing fee and its due-date rule. Filter it by state, switch between LLCs and corporations, or sort by fee.
51 jurisdictions
- AlabamaAL
- Report
- No annual report (a Business Privilege Tax Return only when the tax is over $100)
- State fee
- —
- If late
- No annual report since October 2024. A privilege tax return that is owed carries the Department of Revenue’s penalties.
- AlaskaAK
- Report
- Biennial Report
- Due
- Every two years, by January 2.
- State fee
- $100
- If late
- A $37.50 late fee after February 1, then involuntary dissolution.
- ArizonaAZ
- Report
- No annual report for LLCs
- State fee
- —
- If late
- $9 for each month late; administrative dissolution about 120 days after the due date.
- ArkansasAR
- Report
- Annual LLC Franchise Tax Report
- Due
- Every year, by May 1.
- State fee
- $150
- If late
- A $25 penalty plus interest. Arkansas revokes delinquent charters by January 31 of the following year.
- CaliforniaCA
- Report
- Statement of Information (LLC-12)
- Due
- Every two years, by the last day of the month the company was formed.
- State fee
- $20
- If late
- A $250 penalty, then the Secretary of State can suspend the company: it may not do business or defend itself in court.
- ColoradoCO
- Report
- Periodic Report
- Due
- Every year, by the last day of the second month after the month the company was formed.
- State fee
- $25
- If late
- A $50 late fee after the deadline; two months later the company becomes delinquent ($100 to cure).
- ConnecticutCT
- Report
- Annual Report
- Due
- Every year, by March 31.
- State fee
- $80
- If late
- No late fee. While overdue there is no certificate of legal existence; after a year in default the company can be dissolved.
- DelawareDE
- Report
- Annual LLC Tax
- Due
- Every year, by June 1.
- State fee
- $300
- If late
- A $200 penalty plus 1.5% interest a month. A corporation’s charter becomes void after a year unpaid; an LLC is cancelled after three years.
- District of ColumbiaDC
- Report
- Biennial Report
- Due
- Every two years, by April 1.
- State fee
- $300
- If late
- A $100 late fee; dissolution proceedings can start five months after the due date.
- FloridaFL
- Report
- Annual Report
- Due
- Every year, by May 1.
- State fee
- $138.75
- If late
- A $400 late fee from May 2. If it is still unfiled, Florida administratively dissolves the company on the fourth Friday of September.
- GeorgiaGA
- Report
- Annual Registration
- Due
- Every year, by April 1.
- State fee
- $60
- If late
- A $25 late penalty, then administrative dissolution 60 days after the state’s notice.
- HawaiiHI
- Report
- Annual Report
- Due
- Every year, by the end of the calendar quarter the company was formed in.
- State fee
- $12.50
- If late
- A $10 late fee for each year; continued failure leads to administrative dissolution.
Florida is the clearest example of why the date matters: a $400 late fee from May 2. If it is still unfiled, Florida administratively dissolves the company on the fourth Friday of September.
Why good standing matters
Good standing is the state’s confirmation that a company is current with its filings and fees. You need it to open many bank accounts, register in another state, renew a licence, sell the company or close a large contract. See what good standing is, and how to prove it.
Can a dissolved company keep trading?
In most states a dissolved company may only wind up its affairs: collect what it is owed, pay its debts and distribute what is left. Owners who keep operating as usual risk losing the liability protection the company was formed to give them, and in some states the company cannot bring a lawsuit until it is reinstated.
Not sure if you are late?
Search your company by name or EIN. We show the record the state holds, the next due date and whether it has passed.
How to fix it
If the company is late but not yet dissolved, file the overdue report and pay the fee; most states restore good standing within a few business days. If it has been dissolved, you file for reinstatement: every missed report, the fees and penalties, and a reinstatement fee. Some states also ask for a tax clearance letter.
- Look up the company on the Secretary of State’s website and note its exact status.
- List every report that was missed, not only the latest one.
- File the overdue reports, or the reinstatement, with the fees.
- Order a certificate of good standing to confirm the record is clear.
The full process, with the documents each state asks for, is in how to reinstate a dissolved LLC.
How to never miss one
Keep every due date for every company in one calendar, set reminders sixty and thirty days ahead, and file as soon as the state opens the window. Dates that depend on the formation month are the ones that slip: write down the month each company was formed.
Questions
Is there a grace period after the annual report due date?
Some states give one, but it is not the same as no consequence. Most add the late fee from the first day, and the grace period only delays dissolution. Treat the due date as the deadline.
Can the late fee be waived?
Rarely. A few states will waive it for a documented error on their side, but most late fees are set by statute and cannot be waived by the filing office.
Will I be notified before my company is dissolved?
Most states send a notice to the registered agent, and some by email to the address on the last report. If the agent or the email has changed, the notice can go unread, which is how many companies find out late.
Does a late annual report affect my taxes?
The annual report is filed with the Secretary of State, not the tax authority, but some states combine them (Texas and Delaware among them), and a dissolved company can have trouble with tax registrations. Ask your accountant about your own case.