Introduction
Annual reports are a fundamental part of business compliance. Whether you’re a small business owner, a compliance officer, a nonprofit administrator, or a startup founder, understanding annual report requirements by entity type is essential to maintaining good legal standing and avoiding costly penalties.
Requirements vary depending on your business structure—LLCs, corporations (C-Corps and S-Corps), and nonprofits each face different obligations at both the state and federal levels. This guide outlines what you need to know, highlights key state-specific rules, and provides a comparative overview of filing responsibilities.
Why Annual Reports Matter
Annual reports are not just bureaucratic formalities. They serve several critical purposes:
- Legal Compliance: States require annual or biennial reports to ensure your business remains in good standing.
- Transparency: Reports update the public record with accurate ownership, management, and operational details.
- Regulatory Review: Government agencies, such as the Secretary of State or the IRS, use annual reports to assess business activities and tax status.
- Public Access: In many cases, annual reports are publicly available, contributing to accountability and trust.
Failing to file an annual report can result in late fees, suspension of business licenses, or even administrative dissolution of the entity.
What Is an Annual Report?
An annual report is a legally mandated filing that provides current information about a business entity to state or federal agencies. The purpose is to confirm that the entity is still active and operating in compliance with applicable laws.
What’s Typically Included
- Legal name of the business
- Principal office address
- Names and addresses of owners, members, directors, or officers
- Registered agent and contact information
- Business purpose or activity (in some states)
- Stock or shareholder information (for corporations)
Who Reviews Annual Reports
- State Agencies (typically the Secretary of State or Department of Revenue)
- Internal Revenue Service (IRS) for tax-exempt organizations and corporations
- Securities and Exchange Commission (SEC) for publicly traded companies
LLC Annual Report Requirements
Limited Liability Companies (LLCs) are subject to annual or biennial report filings depending on the state in which they are registered. While generally simpler than corporation filings, LLCs still face penalties for noncompliance.
Common Information Required:
- Company name and mailing address
- Registered agent details
- Member or manager names and addresses
- Business activities (optional in some jurisdictions)
State Examples
| State | Frequency | Fee | Notes |
| California | Biennial | $20 | Must file Statement of Information (Form LLC-12) every two years |
| Delaware | Annual | $300 | Franchise tax required, no traditional report |
| Florida | Annual | $138.75 | Due by May 1; late fee is $400 |
LLCs operating in multiple states must also consider foreign entity filings, each with their own annual report requirements.
Corporation Annual Report Requirements (C-Corp & S-Corp)
Corporations have more extensive annual reporting obligations than LLCs. The type and complexity of reporting depend on whether the company is privately held, publicly traded, or an S-Corporation.
Required Information
- Principal office and mailing address
- Directors and officers with titles and contact information
- Registered agent details
- Authorized and issued share information
- Business purpose
- Federal Employer Identification Number (EIN)
SEC Reporting for Public Companies
Publicly traded corporations must comply with federal reporting requirements via the Securities and Exchange Commission (SEC):
- Form 10-K: Comprehensive annual report including audited financials
- Form 10-Q: Quarterly financial updates
- Form 8-K: Filed for major corporate events
Federal vs. State Reporting
- Federal (IRS):
- C-Corps must file Form 1120 for income tax purposes
- S-Corps must file Form 1120-S
- State:
- Annual or biennial corporate filings typically required
- Requirements vary by jurisdiction
Corporations should ensure that both tax and compliance obligations are met at all relevant levels of government.
Nonprofit Annual Report Requirements
Nonprofit organizations have dual responsibilities: IRS compliance through Form 990 and state-level filings, which may include annual reports, charitable registration renewals, and financial disclosures.
Federal Filing: IRS Form 990 Series
Nonprofits exempt under Section 501(c)(3) or similar must file an annual return based on gross receipts:
- Form 990: Required if gross receipts are $200,000 or more
- Form 990-EZ: For receipts between $50,000 and $200,000
- Form 990-N (e-Postcard): For receipts under $50,000
- Form 990-PF: Required for private foundations, regardless of income
Failure to file for three consecutive years results in automatic revocation of tax-exempt status.
State-Level Requirements
- Annual or biennial reports with the Secretary of State or similar agency
- Renewal of charitable solicitation licenses
- Financial audits (required in some states if revenue exceeds certain thresholds)
Simplified Reporting or Exemptions
- Religious institutions and certain small organizations may be exempt from state filing, but federal obligations still apply
- Always consult your state’s Attorney General or Charities Bureau for current rules
Comparative Table: Annual Report Requirements by Entity Type
| Entity Type | IRS Filing | State Filing | Public Disclosure | Filing Frequency |
| LLC | No | Yes | Varies by state | Annual or Biennial |
| C-Corp | Yes (Form 1120) | Yes | Yes (if public) | Annual |
| S-Corp | Yes (Form 1120-S) | Yes | No (unless public) | Annual |
| Nonprofit | Yes (Form 990) | Yes | Yes | Annual |
Common Compliance Mistakes and How to Avoid Them
- Missing Filing Deadlines: States impose firm due dates. Use a compliance calendar or engage a filing service to stay current.
- Incorrect Registered Agent Information: An outdated or incorrect registered agent can lead to missed legal notices and compliance failures.
- Confusing Annual Reports with Tax Returns: Tax returns and annual reports serve different purposes. Ensure both are filed as required.
- Ignoring Dormant Entity Requirements: Inactive or non-operational entities may still be required to file annual reports.
- Failure to File in Multiple States: If you operate in more than one state, each jurisdiction may have separate requirements.
Conclusion
Staying on top of annual report requirements by entity type is essential for maintaining your organization’s good standing, protecting your liability shield, and avoiding penalties. Whether you operate as an LLC, a corporation, or a nonprofit, proactive compliance ensures smooth operations and long-term stability.
If you need assistance navigating your entity’s annual compliance requirements, DimovTax is here to help. Our team offers:
- Flat-fee annual report filing services
- IRS Form 990 preparation for nonprofits
- Registered agent updates and compliance monitoring
- Multi-state support for domestic and foreign entities
Contact us today to streamline your compliance process or explore our business filing packages designed for LLCs, corporations, and nonprofits alike.
FAQs
What are the requirements for an annual report?
Basic company details—legal name, principal address, owners/officers, registered agent, and sometimes business purpose or share info—with timing and fees set by each state.
Which businesses are required to file with the SEC?
Public companies (and certain firms that meet SEC shareholder/asset thresholds) must file 10-K/10-Q/8-K; most private companies don’t.
What businesses need to file an annual report?
Most LLCs, corporations, and nonprofits must file state annual/biennial reports to maintain good standing; sole proprietors and many general partnerships usually don’t.
Which companies are required to file an annual report?
Nearly all corporations (C-Corp and S-Corp) must file state annual/biennial reports, and public corporations must also file an SEC Form 10-K.