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Operating as a corporation or LLC gives your business legitimacy. It shields the owners from liability and may provide tax advantages.
However, an LLC or corporation faces ongoing state-reporting obligations.
One requirement for corporations and LLCs is to file an annual report in the formation state and every state where it is registered to do business. This requirement usually commences on the year after formation or foreign qualification and continues until Articles of Dissolution in the formation state or Articles of Withdrawal in the foreign state are filed.
These are general rules. Some states require a report only every other year. A few do not have any information reporting requirements. And, some require an initial report within a short time of incorporation or foreign qualification.
Knowing that you have to file is one thing. Keeping track of when you need to file can be something else entirely. This is because in roughly half the states, the filing deadline is based on the date of incorporation, formation, or foreign qualification. These states use the “anniversary date” as a starting point; your annual report is due within a period of time-based off of that anniversary date.
However, the time period for filing (or e-filing) the annual report varies widely from state to state. When multiple states are involved, it gets confusing in a hurry.
CT Tip: In one state, you might need to file an annual report at some point during the three-month period beginning with the first day of the entity’s anniversary month. Yet in another state, you might be required to file during the anniversary month. A professional registered agent service can help you keep track of these often complex dates.
For example, Rose’s Buds is a florist that incorporated in State X. Rose’s business has grown steadily, and the company filed for foreign qualification in State Y and State Z.
Question: What annual report deadlines must Rose's Buds track?
Answer: In all three states: State X, State Y and State Z.
State X requires that Rose’s Buds file an annual report within the 60 days immediately prior to the first day of the anniversary month. State Y requires a foreign corporation to file its annual report during the first quarter of the calendar year, regardless of the qualification date. And State Z only requires a filing on April 1 of even-numbered years.
CT Tip: It used to be that you could count on some help from the state to jog your memory. But, more and more states are eliminating reminders of upcoming filing deadlines. This means that you are on your own unless you partner with a corporate service provider, such as CT Corporation, that can provide reminders and assist with form completion and filing.
Now is a good time to review your compliance obligations. If you do not expect to expand outside your home state—and you have the time and the desire to keep on top of the filing deadlines—you might be able to handle the task on your own.
But if you find yourself juggling numerous roles and responsibilities while driving your business forward, it may be wise to retain compliance professionals to help avoid annual report or other compliance headaches.
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