Florida Annual Report Filing–Frequently Asked Questions (FAQ)
All Florida Businesses registered with the Florida Department of State, Division of Corporations must file an annual report by May 1 of each year. The deadline for this year is coming up quickly and if payment is late a $400 penalty (that cannot be waived!) will be required to file the report (except for not for profits).
Some quick points about annual reports:
What is an annual report? The report is the annual filing made by business entities to confirm or update various information with the State of Florida including registered agent, officer(s), owner(s), and address(es).
What entities must file an annual report and what is the current fee? All of them—$150 for a profit corporation; $61.25 for a not for profit corporation; $138.75 for a limited liability company; and $500 for a limited partnership or limited liability limited partnership.
What happens if an annual report is not filed? In addition to the late fee imposed for late registration, failure to file an annual report by the 3rd Friday of September will result in the administrative dissolution of the business entity. Administratively dissolved entities may be reinstated by submitting the appropriate reinstatement application and the appropriate fees due this office at the time the entity applies for reinstatement. In addition, names of administratively dissolved or revoked business entities are made available to other parties after one calendar year.
Does an annual report need to be filed if the business entity has closed? No, but you should consider formally dissolving or withdrawing the entity.
What changes can be made in the annual report?
· add, delete, or change the names and/or addresses of the officers, directors, managers, managing members, and addresses only of general partners;
· change the registered agent and registered office address;
· change the principal office address and mailing address for the business entity;
· add or change a federal employer identification number.
Can I change the name of the entity when I file an annual report? No. You must file a separate amendment to change the name of your business entity.
What if I need to make a change to the information I provided when I filed the annual report? Corporations and LLC’s can file an amended report with the updated information.
How can I pay for my annual registration? Credit card, Sunbiz E-file account, or check/money order.
Are there any special requirements for not for profit corporations that solicit contributions? Yes, The Department of Agriculture and Consumer Services, Division of Consumer Services, is now responsible for administering the Solicitation of Contributions Act, chapter 496, Florida Statutes. The Solicitation of Contributions Act requires charitable organizations or sponsors intending to solicit contributions from the public in the State of Florida to annually register with the Division of Consumer Services. Failure to comply with this act is a third degree felony.
FRAUDULENT FILING NOTICE: Pursuant to s.817.155, Florida Statutes, it is a 3rd Degree Felony to knowingly file a false document with the Division of Corporations.
If the report is filed by May 1st:
· Profit Corporation Annual Report: $150 (+ $8.75 if certificate of status requested)
· Not for Profit Corporation Annual Report: $61.25 (+ $8.75 if certificate of status requested)
· Limited Liability Company Annual Report: $138.75 (+ $5.00 if certificate of status requested)
· Limited Partnership or Limited Liability Limited Partnership Annual Report: $500.00 (+ $8.75 if certificate of status requested)
After May 1st: An additional $400 late fee will apply to profit corporation, limited liability company, limited partnership and limited liability limited partnership annual reports filed after May 1st. Not for profit corporations are not subject to the $400 late fee.
Make check or money order payable to Florida Department of State.
If you need assistance filing your annual report or would like other legal advice regarding your business , please contact The Gordon Law Firm in Oldsmar, Florida. We serve Clearwater, St. Petersburg, Pasco County, Tampa, and the entire Tampa Bay area. We can help you understand your rights, seek justice and represent your needs.
“Making the law work for you and your business”