Michigan annual report: filing requirements, deadlines, and fees

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In Michigan, the annual filing requirement is officially called an Annual Statement for Limited Liability Companies (LLCs) and an Annual Report for corporations. The Michigan LARA (Department of Licensing and Regulatory Affairs) requires these filings to maintain current business records and ensure regulatory compliance. Current filing fees were established by Public Acts 133-135 of 2023 (PA 133 governs LLC annual statement fees; PA 134 and 135 govern corporate and related entity fees) and are locked through September 30, 2027, providing fee predictability for compliance planning.

This mandatory submission updates essential business information, including Michigan registered agent services details, business addresses, and management information.

Who must file in Michigan?

Michigan's annual report filing requirements apply to most business entities operating within the state, whether formed in Michigan or conducting business as foreign entities.

Required entities that must file annual reports:

• Domestic corporations (profit and nonprofit)
• Domestic LLCs and Professional LLCs (PLLCs)
• Foreign corporations registered to do business in Michigan
• Foreign LLCs qualified to conduct business in Michigan
• Professional corporations and other professional entities
• Limited Liability Partnerships (LLPs), which must file an annual renewal registration under MCL Chapter 449

Exemptions from filing:

• Sole proprietorships (not formal entities; DBA/assumed names are filed at the county clerk level per the LARA Entrepreneurs Guide)
• General partnerships (unless registered as limited liability partnerships)
• Limited Partnerships (LPs are explicitly exempt, per LARA CSCL/CD-266, which states: "There are no annual report requirements for limited partnerships")
• Certain governmental entities and charitable organizations may have partial exemptions

Authorized filers include:

• Business owners, officers, directors, or managers
• Registered agents on behalf of the entity
• Attorneys or accountants representing the business
• Third-party service providers with proper authorization
• Any person with legal authority to act on behalf of the entity

Maintaining good standing requires timely filing regardless of business activity level. Even dormant businesses must file annual reports to maintain their legal status and protect their name.

How to file your Michigan annual report

As of June 23, 2025, Michigan requires all annual reports and annual statements to be filed online. According to the official LARA news release, paper annual reports and statements are discontinued, and all filings must now be submitted through the MiBusiness Registry Portal (MiBRP). Mail and in-person filing options are no longer available for annual filings.

Follow this step-by-step online filing process:

• Access Michigan's MiBusiness Registry Portal through the LARA website
• Log in using your MiLogin for Business account (create one if you don't have one; multifactor authentication is required)
• Locate your business entity using the search function or entity identification number, and request entity access if not previously established
• Review pre-populated information and update any changes to addresses, resident agent, or registered office details
• Submit payment via the integrated payment system for the required filing fee
• Save your confirmation receipt and file reference number for your records
• If multiple reports are due, file the oldest report first

Standard (non-expedited) submissions may take up to 10 business days to process, per LARA's renewal guidance. Current processed-through dates are displayed in the portal.

Due dates and deadlines

Michigan uses entity-specific deadline systems based on business organization type, with fixed annual due dates rather than anniversary-based filing.

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Filing fees

Michigan's annual report fees vary by entity type. According to the LARA filing fees schedule, current fees are:

• LLCs and for-profit corporations pay $25
• PLLCs pay $75
• Nonprofit corporations pay $20

These fees are legislatively locked through September 30, 2027, after which corporate annual report fees are scheduled to decrease to $15, per Public Acts 133-135 of 2023 (PA 133 for LLC fees; PA 134 and 135 for corporate fees).

Required information

The specific information required depends on your entity type, but certain universal requirements apply to all businesses:

• Complete legal business name
• Entity file number
• Current registered agent name and Michigan street address
• Registered office address (cannot be a P.O. Box)

Entity-specific requirements include:

• Corporations: names and addresses of all current officers and directors, registered office address, and resident agent information, and signature of authorized officer with title
• LLCs: resident agent and registered office information; LLCs do not report members or managers unless the management structure has changed
• Professional LLCs: all LLC requirements plus names and addresses of all members and managers, and certification that members and managers maintain proper professional licenses per MCL 450.4909

Michigan accepts electronic signatures for online filings, governed by the Michigan Uniform Electronic Transactions Act (UETA 2000) and implemented via the MiLogin authentication framework. The person signing must have legal authority to act on behalf of the entity and should include their printed name and title with the signature.

Consequences of not filing in Michigan

Failing to file your Michigan annual report triggers escalating penalties that can ultimately result in administrative dissolution and loss of your business's legal status. This immediately leads to:

• Late fees: LLCs and PLLCs face a $50 flat penalty assessed immediately if not filed by February 15, per LARA CSCL/CD-265; corporations incur $10 per month (maximum $50); nonprofits pay $5 per delinquent report per LARA CSCL/CD-269
• Noncompliant status: entity marked as "noncompliant" in public records
• Good standing loss: inability to obtain certificates of good standing
• Administrative proceedings: after two consecutive years of non-filing, LARA initiates dissolution for domestic corporations; foreign corporations face certificate of authority revocation after just one year under the Business Corporation Act

Additionally, Michigan's business entity statutes include separate penalty provisions for knowingly filing false or materially inaccurate documents with LARA; consult the applicable act (Business Corporation Act or LLC Act) for the specific enforcement sections relevant to your entity type.

If you remain noncompliant, you risk the following long-term consequences:

• Administrative dissolution after two consecutive missed years (domestic entities) or one year (foreign corporations)
• Loss of business name protection and exclusive use rights
• Contract enforceability issues due to lack of legal standing
• Banking and lending complications
• Professional license and business permit revocation
• Court access limitations for business operations

To reinstate your entity, you must file all delinquent annual reports with applicable fees and penalties. For LLCs, per LARA's restoration guidance, this requires submitting a Certificate of Restoration of Good Standing ($50) plus each prior year's annual statement ($25 each) and the current year statement if restoring on or after February 15. For corporations, entities renewing after dissolution must pay all accumulated filing fees plus a $5 penalty per delinquent report under MCL 450.2925.

Automate your Michigan annual report filings with Discern

Michigan's annual report filing creates a complex web of entity-specific deadlines (February 15, May 15, and October 1) with varying fees and information requirements, making manual tracking prone to error. The state's strict no-extension policy and the mandatory transition to online-only filing through the MiBusiness Registry Portal compound the risk of costly penalties and administrative dissolution, particularly for foreign corporations that face revocation after just one year of non-filing.

Discern handles annual report filings across all Michigan entity types from a centralized platform, pre-filling forms with your current entity data and tracking deadlines across all your state registrations. With customers completing annual filings for 200+ state registrations in just 5 to 10 minutes, Discern eliminates the administrative burden of managing compliance across mixed entity portfolios.

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FAQs about Michigan's annual report

Can I file early or request an extension?

You can file as early as when online filing opens for your entity type. For corporations, this is typically in October of the prior year, approximately six to seven months before the May 15 deadline. Early filing is encouraged. Michigan does not offer extensions for annual report deadlines under any circumstances.

What if I need to amend information after filing?

If you discover errors or need to update information after filing, you must submit a separate amendment form rather than waiting for the next annual report. Amendment forms are available through the MiBusiness Registry Portal with separate filing fees.

How do I obtain a certificate of good standing?

Certificates of good standing are only available to entities that are current with all filings and fees. Request them through the MiBusiness Registry Portal or by written request to LARA once your annual report is processed.

Is multi-year filing available?

No, Michigan requires an annual filing each year. You cannot file for multiple years in advance, and each year's report must be submitted separately.

Can I still file by mail or in person?

No. As of June 23, 2025, all annual report and annual statement filings must be submitted online through the MiBusiness Registry Portal, per the LARA news release linked above. Paper filings, mail submissions, and in-person filing are no longer accepted.

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