Every US state requires your LLC to file an annual report (or equivalent) and pay a state fee to stay in good standing. It's separate from federal IRS filings. Miss it and your LLC gets administratively dissolved — which invalidates your EIN, closes your bank accounts, and can expose you personally if you're still operating under the dissolved entity's name.
This article lays out the annual report obligation for each of the main states non-residents use (Wyoming, Delaware, New Mexico, Florida, Nevada) with deadlines, costs, and the penalty clock.
What Is an Annual Report?
An annual report is a brief state-level filing that keeps the state informed about your LLC:
- Registered agent name and address
- Principal office address
- Members or managers (in some states)
- Confirmation the LLC still exists
Most states collect a fee alongside the report (called "franchise tax", "business tax", or just "annual fee"). The fee ranges from $50 to $800+ depending on the state.
Filing is typically online, takes 5 minutes, and is unrelated to your IRS tax return. The two systems don't talk to each other. Filing your 1065 doesn't fulfill your Delaware annual report obligation, and vice versa.
State-by-State Summary for Non-Resident Favorites
Wyoming
Wyoming is the most popular state for non-resident-owned LLCs because of low fees and strong privacy.
- Filing: Annual Report (online)
- Deadline: First day of the anniversary month of formation
- Fee: $60 minimum (based on in-state assets; most non-resident LLCs pay the minimum)
- Penalty for missing: $50 late fee + administrative dissolution after ~60 days
- Reinstatement: possible within 2 years, ~$150 + back fees
Example: LLC formed March 12, 2024 → report due March 1 every year.
Delaware
Delaware is the legal standard for corporations but also common for non-resident LLCs.
- Filing: No annual report per se — but LLCs pay an annual franchise tax
- Deadline: June 1
- Fee: $300 flat annual franchise tax (regardless of revenue)
- Penalty for missing: $200 late fee + interest
- Dissolution: administrative dissolution after prolonged non-payment
Delaware's flat $300 is higher than most, but the state is prestigious for reputation-sensitive businesses.
New Mexico
New Mexico is the cheapest US state to maintain an LLC and increasingly popular with privacy-conscious founders.
- Filing: No annual report required
- Deadline: None
- Fee: None ongoing (just the one-time filing fee at formation)
- Caveat: still need registered agent ($50-150/year)
This is the lowest-maintenance state. But banks sometimes treat New Mexico LLCs with more scrutiny due to the strong privacy.
Florida
Florida is a common choice for LLCs tied to US consumer businesses or owners spending time in the US.
- Filing: Annual Report (online at sunbiz.org)
- Deadline: May 1
- Fee: $138.75
- Penalty for missing: $400 late fee (huge jump)
- Dissolution: administrative dissolution after September 30 of the same year
Florida's $400 late fee is the largest of the common states. Don't miss May 1.
Nevada
Nevada used to be popular for privacy but fees have risen significantly.
- Filing: Annual List + Business License
- Deadline: Last day of anniversary month
- Fee: $150 (annual list) + $200 (state business license) = $350/year
- Penalty for missing: $75+ late fees, stacking
Nevada is now one of the most expensive states to maintain. Rarely chosen by new non-resident LLCs today.
Quick Comparison
| State | Filing | Deadline | Annual fee | Late penalty |
|---|---|---|---|---|
| Wyoming | Annual report | Anniversary month | $60 | $50 |
| Delaware | Franchise tax | June 1 | $300 | $200 |
| New Mexico | None | — | $0 | — |
| Florida | Annual report | May 1 | $138.75 | $400 |
| Nevada | Annual list + license | Anniversary month | $350 | $75+ |
What Happens If You Miss It
Stage 1: Late Fee + Grace Period (usually 30-60 days)
Most states apply a late fee and give you a grace period to catch up. Pay the fee, file the report, you're back in good standing.
Stage 2: Administrative Dissolution
If you don't cure within the grace period, the state administratively dissolves your LLC. This is automatic, not discretionary.
Consequences:
- Your LLC legally ceases to exist as a good-standing entity
- You lose the liability shield — you're personally liable for ongoing business activity
- Banks receive notice and often freeze or close accounts
- Your EIN becomes attached to a dissolved entity (complications for future filings)
- Stripe, PayPal, and most payment processors will pause your account
- Attempting to sign contracts in the LLC's name becomes legally risky
Stage 3: Reinstatement
Most states allow reinstatement if you file within 2-3 years. You pay:
- All back annual fees
- Late fees for each year missed
- Reinstatement fee ($150-300)
- File all missed annual reports
Reinstatement is mechanical but takes 2-6 weeks. During this window, your LLC is in limbo.
Stage 4: Permanent Loss
After the reinstatement window (varies: 2 years in Wyoming, 3 in Delaware, etc.), the LLC is permanently dissolved. You have to form a new LLC from scratch with a new EIN. All banking relationships tied to the old LLC are lost.
Common Mistakes Non-Resident Owners Make
1. Registered Agent Forwarding Doesn't Reach You
The state sends the annual report reminder to your registered agent. If your agent doesn't forward it to your current email, you miss the deadline. Always confirm the RA's forwarding address.
2. Assuming the IRS Filing Covers It
Filing Form 1065 or Form 5472 does not satisfy state annual report obligations. Two separate systems.
3. Mixing Up Anniversary Months
Wyoming and Nevada use your formation anniversary, not a fixed date. LLC formed March 12 → due March 1 each subsequent year.
4. Not Updating Members on Record
If members have changed since formation, some states require you to update this on the annual report. Stale member records can cause legal confusion later.
5. Losing Track When Multiple States Apply
If your LLC is registered in multiple states (foreign qualification), each state has its own annual report.
How to Stay Ahead
- Calendar every state deadline at the start of each year
- Use a registered agent that sends email reminders (most do, but confirm)
- File early — nothing benefits from waiting until the deadline
- Check good-standing annually via the state's Secretary of State website (search your LLC name)
If You've Already Been Dissolved
Don't panic. Most states allow reinstatement within a window. Timeline:
- Check your LLC's status (Secretary of State search)
- File all missed annual reports
- Pay all back fees + late penalties + reinstatement fee
- Wait for state confirmation (2-6 weeks)
- Confirm bank still has your account active (if closed, reopen)
Next Steps
State annual reports are the single easiest US LLC compliance task — and the most commonly missed. At Leasum, annual report filing for Wyoming, Delaware, New Mexico, and Florida is part of our standard compliance package. We track your anniversary date, file ahead of the deadline, and confirm good-standing status every year.
If you're unsure whether your LLC is currently in good standing, we can check in 60 seconds and flag anything pending.
