Michigan Limited Liability Companies (LLCs) must file an annual statement with the Corporations Division of the Department of Licensing and Regulatory Affairs (LARA) every year to keep their business in good standing. In this week’s article, I discuss the requirements for filing Michigan LLC annual statements. Please note that this article does not discuss separate statutory requirements for Professional Limited Liability Companies or Foreign Limited Liability Companies.
What is an Annual Statement?
The annual statement is an official document filed with LARA that lists the street address and mailing address of an LLC’s registered office and the LLC’s registered agent.
When should I file?
Every year Michigan LLCs must file their annual statement by February 15th. If the LLC is formed after September 30th, then no annual statement filing is required for the next year.
When will I receive notice to file?
LARA sends a pre-printed annual statement to every Michigan LLC’s registered office approximately three months before the filing deadline. This pre-printed form gives businesses notice of their filing requirements.
How do I file an Annual Statement?
There are three methods for filing Michigan LLC annual statements.
- Online: Submit the annual statement and filing fee using LARA’s online filing system.
- By Mail: Mail the annual statement and filing fee to LARA’s Corporations, Securities & Commercial Licensing Bureau at P.O. Box 30018, Lansing, MI 48909.
- In Person: Deliver the annual statement and filing fee to LARA’s Corporations, Securities & Commercial Licensing Bureau office located at 2407 N. Grand River Ave., Lansing MI 48906.
How much does it cost to file an Annual Statement?
It costs $25 to file a Michigan LLC annual statement through September 30, 2023. After September 30, 2023, annual statements will cost $15 to file.
Are there any late fees for filing the Annual Statement after the deadline?
There are no late fees for missing the filing deadline. However, Michigan LLCs still must file annual statements and pay filing fees every year.
What happens if I don’t file an Annual Statement?
When a Michigan LLC fails to file an annual statement for two consecutive years, LARA sends a notice describing the consequences for the failure to file. Once the LLC receives this notice, it has 60 days to file all outstanding annual statements and pay any filing fees owed. If no corrective action is taken within 60 days, then the LLC will not be in good standing with the state. If the LLC is not in good standing, it won’t receive a Certificate of Good Standing from LARA, its name will be available for use by other entities, and LARA won’t accept any of its filings. Michigan LLCs that aren’t in good standing can still operate their business in the state.
If my LLC isn’t in good standing, how do I restore it?
Michigan LLCs that aren’t in good standing can file a Certificate of Restoration of Good Standing. This certificate costs $50 to file and must include all outstanding annual statements and filing fees. It should also include the name of the LLC when it ceased to be in good standing, the name of the LLC’s registered agent, the LLC’s registered office address, and a written statement confirming that all outstanding annual statements and filing fees are attached. The LLC must select a new trade name if another business claimed their name while the entity was not in good standing.
Additional Resources
- Michigan Limited Liability Company Act
- LARA – Corporations Division – State of Michigan
- Awen Innovations – Services
