New Business Owners – Make Sure You File Your Florida Division of Corporations Annual Report by May 1st

The year after you organize your business and every year thereafter, you need to file an annual report with Florida’s Division of Corporations.  An annual report must be filed each year for your business to maintain an “active status”.  An annual report is required, whether or not you need to make changes to the information you previously provided to the Division of Corporations.

The filing fee currently is $150.00 for a for-profit corporation.  May 1st is the deadline to file the report.  Thereafter, there is a $400.00 late fee.  At the close of business on the fourth Friday of September, the Division of Corporations will administratively dissolve your corporation for failing to file an annual report.  To reinstate your corporation, you must pay a reinstatement fee of $600.00 plus $150.00 for each annual report you missed.  The Division of Corporations does not have authority to waive these fees.

If you are a small company and do not have administrative staff members, it may be best to hire a vendor to serve as your registered agent and to send you reminders regarding the Division of Corporations’ filing deadlines.

If your company has already been dissolved, pursuant to Florida Statute 607.1422(5), your company name is not available for assumption or use by another eligible entity until one year after the effective date of dissolution.  Thereafter, someone else may be able to set up a new entity with the same name as your administratively dissolved company.

Lastly, if you originally set up your small business as a c-corporation, it may make sense to convert it to a Limited Liability Company (“LLC”).  The operation of a small business as an LLC can be less complex and you may be able to avoid the time and expense of filing a corporate tax return, among other benefits.