Course Overview
*** DRAFT LANGUAGE ***
Generally speaking, in the United States corporations and Limited Liability Companies (LLCs) are required to be registered with their state.
BASICS
Q: What is an annual report?
A: A required filing that keeps a business entity in good standing with the state.
Q: Who is required to file?
A: Corporations, LLCs, nonprofits, and professional entities. Sole proprietorships and general partnerships do NOT file.
THE BridgehouseLaw® PROCESS
- Gather information from client, including states in which they conduct business
- Review filing steps for the applicable state
- Search for the business name on:
- the entity's state's Secretary of State (SOS) website
- Google the state + business entity
- On the SOS website, select "File Annual Report" or "File Periodic Report"
- Update / confirm information
- Pay the filing fee and save the receipt
DUE DATE
Q: What is the deadline to file?
A: Deadlines vary by state, but generally it is a fixed date each year or anniversary month of formation.
FILING
Q: How is an annual report filed?
A: Most states allow e-filing through the Secretary of State website.
Q: What information is required?
A: The principal address, the name and address of officers / managers, registered agent information, and whether the business is foreign or domestic in that state.
CONSEQUENCES
Q: What happens if the annual report isn't filed?
A: Consequences include: late fees, inability to obtain Certificates of Existence, and Administrative Dissolution (i.e. the entity loses legal standing in that state, which means it can't conduct normal business, may lose its business name, and inability to sue or enter contracts. Also, owners may face personal liability for debts.).
COST
Q: What is the cost to file?
A: Costs vary by state and entity type. LLCs often range from $50 to $300 (USD), while corporations are typically more.