Missouri Foreign Registration / Annual report

No annual report is due from a Missouri foreign LLC

An LLC registered in Missouri from elsewhere files no annual report, and the yearly fee is $0. The office's FAQ gives a flat no for LLCs. Corporations are different: they file a corporate registration report every year.

Yearly obligations at a glance

Foreign LLC: No annual report, no yearly fee
Foreign corporation: Corporate registration report every year
Statute fee, written report: $40
Statute fee, electronic report: $15
Late fee for a corporation: $15 per thirty days

Why Missouri asks nothing of LLCs

The corporation chapter makes the corporate registration report a duty of every domestic corporation and every foreign corporation licensed to do business in the state, other than those exempt from state taxation. The LLC chapter contains no counterpart, and the Secretary of State's FAQ confirms that LLCs file no annual report. So the LLC's recurring burden is zero.

What this means for planning

It means there is no calendar date to remember and no fee to forget. It also means there is no missed report to lead to revocation.

What can still require a filing

Four events can require a filing: a new agent or office, a new name or home state, an agent's resignation, and cancellation. The statement of change is $10, the amended certificate $25, and the cancellation $25. Each is a one-time filing tied to an event, not a date on a calendar, and an amended certificate of registration carries a fresh home certificate dated within sixty days. The cancellation and amendment page covers each.

What corporations file

A foreign corporation licensed in Missouri files a corporate registration report each year, giving its name, its agent and the agent's Missouri address, its officers and directors, and the mailing address of its principal place of business. The report falls due in the month the corporation qualified, and an officer or authorized person signs it. The statute sets $40 for a written report and $15 for an electronic one, and the Secretary of State is to send a notice that the report is due.

Late corporate reports

A corporation that misses its report pays a late fee of $15 for each thirty-day period, and after ninety days the Secretary of State may proceed against it. For a foreign corporation, a report more than thirty days late is also a ground on which the office can start revoking its certificate.

The two-year option

The Secretary of State may offer corporations a biennial report. A corporation qualified in an even-numbered year may file only in even-numbered years, and one qualified in an odd-numbered year in odd-numbered years. The statute sets $80 on paper or $30 electronically, and a corporation that chooses the option keeps it for the full two years.

Changing the filing month

A corporation can change the month of its report by naming the new month on the report and paying an extra $20. Nothing equivalent applies to an LLC, which has no report month to change.

A yearly check

With no report to file, a yearly check is still worth making. Confirm that the registered agent is still serving and still at the same address, that the registered office has not moved, that the LLC's name is still the name on the Missouri record, and that the home-state status is current. If any of those has changed, file the matching statement or amendment before it causes a missed paper.

When a notice arrives

An LLC that receives something described as a Missouri annual report notice should check who sent it. The FAQ on the Secretary of State's site says an LLC has no annual report to send in. Property-owning LLCs may receive a different notice, about the affidavit naming a property manager in certain cities, which is a separate duty and carries no fee.

Annual report questions

Do I file anything every year as a foreign LLC?

No.

What if I get an annual report notice by mail?

Check the sender. The Secretary of State says LLCs file no annual report with it.

Is there a franchise or other yearly tax?

Tax is a separate question from the registration. We file the registration only.

Do corporations have a yearly fee?

Yes, for the corporate registration report.

Our fee and Missouri's

Missouri's fee is $105. We list it apart from our own. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.

Register in Missouri

$199

+ $105 Missouri fee

Form LLC 4, filled out from what you tell us
The age of your formation-state certificate checked against the 60-day limit
A registered agent and office inside Missouri, provided by us or chosen by you
The registration as filed, handed back to you
Renewal: after the first year, the agent service renews at $149 a year

Sources

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