Florida LLC & Corporation
Annual Report Requirements
Filing timelines, statutory state fees, $400 late penalty rules, and online submission steps using Florida Sunbiz.
Florida Annual Report Overview
Every domestic and foreign entity registered in Florida must submit an annual report to the Florida Department of State Division of Corporations. This statutory filing keeps your corporate record active and confirms operational addresses, registered agent details, and managerial rosters on the official Sunbiz registry.
Florida enforces the most severe statutory late penalty in the United States. Failing to file on or before May 1 results in an automatic, non negotiable $400 late fee for for-profit corporations and limited liability companies. Continued delinquency leads directly to administrative dissolution in late September, jeopardizing business assets, active banking accounts, and operational contracts.
When is the Florida Annual Report Due?
Florida operates on a fixed annual calendar rather than anniversary formation dates:
- Annual Filing Window: The filing portal opens on January 1 each calendar year.
- Statutory Due Date: Reports must be submitted on or before May 1 by 11:59 PM Eastern Time.
- Late Fee Implementation: At 12:01 AM on May 2, the $400 statutory late penalty attaches automatically.
Under Florida Statute Chapter 605 and Chapter 607, the $400 late fee cannot be waived or reduced by state administrative staff. If your report is submitted even one day late on May 2, your total filing balance jumps from $138.75 to $538.75 for an LLC, or from $150 to $550 for a corporation.
Statutory Filing Costs
Consequences of Administrative Dissolution
If an annual report remains unfiled through the third Friday of September, the Florida Division of Corporations administratively dissolves or revokes the entity. When an entity is dissolved by the state, it loses the legal capacity to conduct business operations, pending commercial contracts become vulnerable, and your exclusive business entity name becomes available for others to claim.
To restore an administratively dissolved Florida entity, you must submit an application for reinstatement on Sunbiz, pay all past-due annual report fees, pay the $400 late fee for each delinquent year, and pay a $100 reinstatement fee for LLCs ($600 for corporations). Reinstating a non-compliant entity often exceeds $1,000 in total state charges.
How to File the Florida Annual Report
The Florida Division of Corporations requires all annual reports to be filed electronically via the official Sunbiz portal. Paper submissions are no longer processed for standard annual reports.
Information Required for Submission:
- Six-digit or twelve-digit Florida document registration number
- Legal entity name matching state records exactly
- Federal Employer Identification Number (FEIN)
- Current registered agent name and physical Florida street address
- Principal corporate office address and official mailing address
- Names and business addresses of all managers, managing members, or officers and directors
- Valid credit card, debit card, or prepaid Sunbiz account payment
Step by Step Portal Filing:
- Visit the official Florida Sunbiz online filing portal.
- Enter your Florida Document Number to pull up your existing business profile.
- Review pre-filled corporate addresses and confirm current registered agent details.
- Update member, manager, officer, and director rosters.
- Verify or input your Federal Employer Identification Number (FEIN).
- Submit payment ($138.75 for LLCs, $150 for corporations) using a corporate card.
- Download and archive the digital confirmation page and official filing voucher.
Frequently Asked Questions
Yes. The annual report is a mandatory statutory filing required to maintain the corporate shield and active status of your entity. It must be completed and paid regardless of revenue, profit, or operational inactivity.
No. Florida state statutes strictly prohibit administrative staff or executive officers from waiving, reducing, or forgiving the $400 late fee for any reason, including forgotten deadlines or postal delays.
Yes. Single member LLCs are governed by the exact same statutory schedule, the $138.75 annual fee, and the $400 penalty rule as multi-member entities. Ownership count provides zero exemption from Florida requirements.
You must maintain an active registered agent with a valid Florida street address. Failure to replace a resigned agent can cause the state to revoke your entity authority independently of your annual report status.
To avoid incurring future reporting mandates and public delinquency records, submit formal Articles of Dissolution on Sunbiz prior to December 31. Dissolving formally retires your corporate entity cleanly.
Corporate compliance works hand in hand with producer licensing[cite: 1]. Florida insurance agents and agencies must track Florida Department of Financial Services (FLDFS) biennial renewals and 24 hours of continuing education, including the mandatory 4-hour Law & Ethics Update course[cite: 1, 5].
View Florida Insurance Licensing & CE Guide →