SOS Entity SearchPublic registry guide
Michigan/Annual reports

Annual compliance desk

Stay current before the registry makes the decision for you.

Annual reporting is a recurring statutory obligation. The right deadline, fee, and cure strategy depend on entity type, formation date, fiscal year, and whether the record is already delinquent.

How to read the obligation

Separate the registry report from the tax account.

An annual report, annual registration, or periodic statement generally keeps the public entity record current. It may update an address, agent, officer, manager, principal office, or other statutory information. It does not necessarily replace a franchise-tax return, income-tax filing, sales-tax return, business license renewal, or beneficial-ownership filing.

Before putting a deadline on a calendar, identify the entity’s domestic or foreign status, the formation or qualification date, the reporting period, the current registered agent, and the agency that receives the payment. If the entity changed states, converted, merged, or was reinstated, the anniversary logic may not be what a new operator expects.

LLCRecurring obligation

Limited liability company

Michigan LLC annual statements cost $25.00 and are due February 15 each year; an LLC formed after September 30 is generally not required to file the immediately following February statement. Failure to file leaves the LLC not in good standing after two years and makes the name available. A $50.00 restoration fee plus missing $25.00 statements is required to restore good standing.

Practical checkpoint

Confirm the due date in the entity’s live record, review the agent and principal address before filing, and retain the accepted report and payment confirmation.

CORPRecurring obligation

Corporation

Michigan profit corporations file annual reports for $25.00 by May 15; late penalties escalate from $10.00 May 16–31, $20.00 June, $30.00 July, $40.00 August, and $50.00 September 1 or later. Foreign corporations have a one-year revocation timeline, while domestic corporations have a two-year grace period. Nonprofit and professional entities use separate deadlines and fees.

Information discipline

Corporations may have to report officers, directors, issued shares, principal offices, or other public information. Review the filing carefully before submission.

Tax and franchise context

A report fee is not the whole annual cost.

No separate Michigan Secretary-of-State franchise tax applies as a registry fee. Michigan corporate income tax and flow-through tax obligations are administered by the Department of Treasury. For profit corporations, the LARA organization fee is based on authorized shares as listed above; that share-based fee is a formation charge, not an annual franchise tax.

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Emergency cure desk

If the deadline has passed, treat the record as an active legal issue.

Late-filing consequences

Michigan corporation annual-report penalties are $10.00 May 16–31, $20.00 June, $30.00 July, $40.00 August, and $50.00 September 1 or thereafter. LLCs use a $50.00 restoration fee when restoring after missed statements, plus $25.00 per missing annual statement and the current statement if filed after February 15. Tax penalties are separate Treasury obligations.

LARA states that failure to file an annual report or statement results in dissolution, revocation, or not-good-standing status after a two-year grace period, except foreign corporations can be revoked after one year. Notices are sent 90 days before the annual due date and before impending dissolution/revocation. The entity can lose its name and assumed names and incur restoration costs.

Reinstatement playbook

Search MiBRP, request access to the entity, file every delinquent annual statement/report, correct the resident agent and office, and submit Certificate of Restoration of Good Standing form CSCL/CD-770_771 for an LLC. Pay $50 restoration plus $25 per missing LLC statement and current statement after February 15. Corporations renew by filing reports and penalties; confirm active status and tax accounts.

Financial exposure: Michigan LLC restoration is $50.00 plus $25.00 for every missing annual statement and, after February 15, the current $25.00 statement. Corporation reinstatement/restoration requires all reports and escalating late penalties. Michigan Treasury income-tax balances, interest, and penalties are separate and not included in LARA's restoration totals.

A disciplined annual-report workflow

1. Verify status before filing

Search the entity by legal name or ID and confirm whether it is active, delinquent, revoked, expired, or administratively dissolved. A report may not be accepted online when the entity is already out of good standing.

2. Reconcile public information

Compare the state record with the operating agreement, charter, board or manager records, registered-agent engagement, tax account, and principal-office information. A report can be a compliance control, not just a payment screen.

3. Cure every related default

File missing reports, pay the correct base fees and penalties, replace a failed agent, obtain tax clearances when required, and submit the reinstatement or requalification document. Partial payment may leave the entity in the same status.

4. Preserve evidence

Save the accepted filing, receipt, certificate, and updated public search result. Lenders, buyers, contracting partners, and foreign registrars often need proof that the cure actually posted.

Do not confuse administrative status with dissolution

An administrative termination or revocation is a state action against the registration. It is not always the same as a voluntary dissolution, a tax closure, or a final winding-up process. Review the jurisdiction’s cure rules and the entity’s obligations to creditors, owners, employees, and taxing authorities before treating the matter as closed.