Sunbiz is the official online portal operated by the Florida Department of State's Division of Corporations. Florida businesses use it to file legal documents, search entity records, and keep their state registrations current.
Florida corporations, LLCs, and limited partnerships/LLLPs must file a Sunbiz annual report each year to keep their legal status and good standing. Every annual report must be entered and submitted electronically; there is no paper annual report form.
The report does several things at once:
Updates the state on your business's current information
Confirms your intent to continue operating in Florida
Maintains your company's active status and legal protections
Keeps access to state services and benefits intact
Importance of filing a Florida annual report
Failing to file your Sunbiz annual report on time creates financial and legal exposure. For most entity types, missing the deadline first triggers a $400 late fee after May 1, then loss of good standing, and eventually administrative dissolution if the report is never filed.
Financial penalties: Late filings incur a $400 fee, and the Sunbiz Annual Report Instructions state that "there is no provision to abate or waive the $400 late fee," even if the entity never received its filing notices. Not-for-profit corporations are the only entity type exempt from this penalty.
Administrative dissolution: If you don't file by 5 p.m. Eastern on the third Friday of September, your business entity will be administratively dissolved or revoked on the fourth Friday of September, per Florida Statute 605.0714 subsections (1)(a) and (2) for LLCs, and for corporations under Florida Statute 607.1420 subsection (1)(a) (grounds for dissolution) together with Florida Statute 607.1421 subsection (1), which sets the fourth-Friday-of-September dissolution date.
Loss of good standing: Non-compliant businesses lose their "active" status, which can block financing, restrict business activities, and create problems in M&A transactions.
Personal liability exposure: Operating a business after it has been administratively dissolved can expose owners and officers to personal liability for obligations incurred during that period. Florida law treats this exposure differently by entity type, so consult counsel if your entity has been dissolved and is still conducting business.
For private equity firms and fund administrators, compliance gaps across an entity portfolio hurt investment value and can surface as deal-blockers during due diligence. Missed deadlines compound quickly across a multi-entity portfolio, since the $400 late fee cannot be waived and applies separately to each entity that misses the deadline.
Current Florida annual report filing fees by entity type
All fees listed below are current as of 2026 and include the $88.75 annual supplemental corporate fee enacted under Chapter Law 2024-265 and codified at Florida Statute 607.193. The supplemental fee applies to every entity required to file under §605.0212, §607.1622, or §620.1210. Not-for-profit corporations file under Chapter 617 instead, so they are exempt from both the supplemental fee and the $400 late penalty.
Entity type | Timely fee (by May 1) | Late fee (after May 1) | Total if late |
|---|---|---|---|
For-profit corporation | $150.00 | +$400.00 | $550.00 |
Not-for-profit corporation | $61.25 | None | $61.25 |
LLC | $138.75 | +$400.00 | $538.75 |
LP / LLLP | $500.00 | +$400.00 | $900.00 |
Sources: Sunbiz Annual Report Instructions, the DOS fee schedule, and the LP annual report help page.
The LP/LLLP fee is the one that surprises fund administrators: a $411.25 annual report fee under Florida Statute 620.1109 subsection (7), plus the $88.75 supplemental fee under Florida Statute 607.193, brings the timely total to $500.00. A late filing adds the $400 late fee under Florida Statute 607.193 subsection (2)(b), bringing the total to $900.00. Cost escalation compounds across a portfolio: 10 LLCs that miss the May 1 deadline face $4,000 in non-waivable late penalties alone.
Pre-filing considerations
Gathering the right information before you start prevents errors that require paid amendments to fix. Per the official filing instructions, have the following ready before opening the Sunbiz portal:
Document number: The 6- or 12-digit number assigned to your entity when it was filed or registered with the Division of Corporations. Retrieve it through the Sunbiz name-search tool or from the electronic notice the Division sends.
Federal Employer Identification Number (FEIN): The 9-digit number the IRS assigned to the business for federal tax identification
Registered agent details: Name and physical Florida street address of your business's registered agent service provider. A post office box is not acceptable, per the LLC annual report help page.
Officer/director information: Current names and addresses; the state requires at least one principal
Principal business address: The main location where your business operates
Email address: Your filing confirmation, certification (if requested), and future communications from the state go to this address
Compliance check
Before submitting, run through this pre-flight checklist:
Check for penalties: Look for any existing penalties or administrative issues that could affect your filing
Review past filings: Confirm all previous annual reports were filed correctly, since gaps can complicate reinstatement if dissolution ever occurs
Verify active status: Confirm your business is listed as "active" on the Sunbiz website before filing; a suspended or revoked entity may require additional steps first
Clear outstanding fees: Pay any overdue fees or fines prior to submission
Update organizational changes: Confirm all officer, director, and contact information reflects current reality, not the prior year's structure
Once the report and fee have been submitted, the report cannot be cancelled, removed, or changed, and the fee cannot be refunded, per the Sunbiz Annual Report Instructions. The only remedy for an error is a paid amended annual report filing, so accuracy at submission is worth the extra few minutes.
Step-by-step guide to filing the Sunbiz annual report
Filing through Sunbiz takes minutes once you have your information ready. All filings are completed electronically; there is no paper form for the annual report itself.
Navigate to the official website: Visit www.sunbiz.org
Locate the filing section: On the homepage, click "File Annual Report" to reach the Sunbiz filing portal
Select your entity type: Choose the type of business entity you're filing for
Proceed without an account: No account creation is required. You'll need your document number to locate your filing.
Verify entity information: Confirm your business name and document number
Update your principal place of business: Confirm this address is current and accurate
Check your registered agent: Confirm the name and Florida street address of your agent. When designating a new registered agent, the agent must accept the appointment by typing his or her name in the signature block.
Pro tip: Address entries are frequently mistyped or outdated. Triple-check these details before submitting, since corrections require a separate paid amendment.
What can (and cannot) be updated via annual report
The annual report allows you to add, change, or delete officers, directors, managers, and managing members; change the registered agent and registered office address; update the principal office and mailing address; and add or change the federal EIN.
Entity name changes cannot be processed through the annual report; per the LLC annual report help page, you must file Articles of Amendment to change the entity's name, and the same rule applies to corporations.
Payment methods
Sunbiz accepts the following payment options:
Credit card (Visa, MasterCard, American Express, or Discover): Payments are processed and posted immediately, per the DOS annual report page.
Debit card (Visa or MasterCard logo) or Sunbiz E-File Account: Accepted alongside credit card; check Sunbiz's current processing-dates guidance for exact posting timing, since the department's own pages describe electronic-payment processing somewhat differently across channels.
Check or money order (by mail): The payment voucher and check must be postmarked and mailed on or before May 1 to avoid the late fee. Mailed payments are processed in the order received; check Sunbiz's current document processing dates for an up-to-date estimate rather than relying on a fixed number of days, especially for deadline-sensitive filings.
Understanding deadlines and penalties for Sunbiz annual reports
The filing window opens January 1 and closes May 1 each year. For LLCs, this window is set by Florida Statute 605.0212 subsection (3); for corporations, this window is enforced by the Florida Department of State under Florida Statute 607.1622 and applicable department rules; and for LPs and LLLPs, by Florida Statute 620.1210 subsection (3). Missing the deadline triggers consequences that escalate through September, so early filing is strongly advised.
The Department of State sends an email filing confirmation to the entity's current email address on file once a report is submitted. Don't treat this as a guaranteed advance reminder system: the $400 late fee applies even if an entity never receives any notice from the state, so calendar-triggered internal tracking remains important for multi-entity organizations.
Administrative dissolution timeline
The dates below show how a missed May 1 deadline progresses to dissolution, with 2026 dates confirmed on the DOS annual report page.
Date | Event |
|---|---|
January 1 | Filing window opens |
May 1 | Deadline; $400 late fee applies after this date (not-for-profits exempt) |
3rd Friday of September (September 18, 2026) | Final deadline to avoid dissolution or revocation; reports are due by 5 p.m. Eastern |
4th Friday of September (September 25, 2026) | Administrative dissolution effective at close of business |
For 2026, the DOS annual report page also lists a credit card payment cutoff of 5:00 p.m. EST on September 25, 2026.
Late filing consequences
Missing the May 1 deadline sets off an escalating series of penalties:
Late fees: The $400 late charge is imposed under Florida Statute 607.193 subsection (2)(b), which adds it "in addition to" the fees in §605.0213 (LLCs), §607.0122 (corporations), and §620.1109 (LPs/LLLPs) and the supplemental corporate fee. It applies uniformly, with a statutory carve-out only for entities that were administratively dissolved and subsequently applied for reinstatement and paid the reinstatement fee. Not-for-profit corporations are exempt.
Administrative dissolution: If you fail to deliver the report by 5 p.m. Eastern on the third Friday of September, the governing statutes direct that dissolution or revocation must occur on the fourth Friday of September.
Reinstatement process: Only administratively dissolved entities may apply for reinstatement. Per the Sunbiz reinstatement instructions, "Voluntarily dissolved, merged, cancelled or withdrawn business entities cannot reinstate." Both Florida Statute 607.1422 and Florida Statute 605.0715 allow an administratively dissolved entity to apply at any time after dissolution; the online reinstatement help page notes the online system handles entities dissolved 10 years or less. LLCs pay a $100 base fee plus $138.75 per missed report year, and for-profit corporations pay a $600 base fee plus $150 per missed year. If the reinstatement is filed on or after January 1 of a new report year, an additional current-year annual report fee is added on top, which doubles the annual-report-fee component of the total (to $277.50 for LLCs and $300.00 for corporations); the overall reinstatement total still depends on how many report years were actually missed.
Loss of name protection: An administratively dissolved entity's name is held for one year after dissolution under §607.1422(5) for corporations and §605.0715(5) for LLCs. Voluntarily dissolved entity names are held for only 120 days, per the Division of Corporations FAQs. Once the hold expires, another entity may legally assume the name.
Post-filing requirements and best practices
Once you've filed, take these steps to confirm everything went through correctly. Errors caught early cost $50.00 to $61.25 to fix; errors caught after dissolution require the full reinstatement process at far higher cost.
Check your email: Look for a confirmation message from Sunbiz; retain this as your record of timely filing.
Search your business record: Use the "Search Records" function on the Sunbiz website to confirm your filing is reflected and all updated information is visible.
Review updated information: Confirm all officer, address, and registered agent details are correctly shown; errors in these fields can create issues for future correspondence.
Obtain a certificate of status: If needed for financing, contracts, or foreign registration, the optional add-on at time of filing is $8.75 for corporations or $5.00 for LLCs, per the DOS fee schedule.
Amendments and corrections
If you discover an error after submitting:
Identify the error: Common mistakes include incorrect officer information or outdated addresses.
File an amendment: Submit an "Amended Annual Report" through the Sunbiz portal. The fee is $61.25 for corporations or $50.00 for LLCs.
Confirm the update: After submitting, verify the changes are reflected in your business record.
Common misconceptions about Sunbiz annual reports
Two questions come up repeatedly from businesses managing Florida entities: whether inactive businesses still need to file, and whether it's cheaper to just let a dormant entity lapse.
What if my business is inactive?
If your business has permanently closed, the DOS annual report page confirms you do not need to file: "You do not need to file the annual report if the business has closed." File the appropriate articles of dissolution or withdrawal instead through the Division of Corporations dissolve-or-withdraw options.
If your business isn't currently operating but you want to preserve it for potential future use, you must still file annual reports as long as the entity remains active on record. The state requires the report whether you need to make changes or not, and failure to file will result in administrative dissolution.
Is it cheaper to dissolve than to file late?
Yes, significantly. LLC dissolution costs $25.00 compared to $538.75 for a late annual report filing; corporation dissolution costs $35.00 against a $550.00 late filing. If you have no intention of using an entity again, filing dissolution promptly is the more economical choice.
Note that per Florida Statute 607.1405 subsection (1), a dissolved corporation continues to exist but only for winding-up purposes: collecting and liquidating assets, discharging liabilities, and distributing remaining property to shareholders. Florida Statute 605.0709 subsection (1) imposes the same winding-up limits on dissolved LLCs.
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Frequently asked questions about Sunbiz annual reports
When is the Sunbiz annual report due?
Between January 1 and May 1 each year. After May 1, most entity types owe a $400 late fee, and entities that still have not filed by the third Friday of September (September 18 in 2026) are administratively dissolved on the fourth Friday (September 25 in 2026).
How much does the Sunbiz annual report cost?
Filed on time, the report costs $150.00 for a for-profit corporation, $138.75 for an LLC, $500.00 for an LP or LLLP, and $61.25 for a not-for-profit corporation.
Can I file a paper annual report?
No. All annual reports must be entered and submitted electronically through Sunbiz. Mailing a check with a printed voucher is a payment method, not a paper filing alternative.
Can a dissolved entity be reinstated?
Only if the dissolution was administrative; voluntarily dissolved entities cannot reinstate. Reinstatement starts at $238.75 for an LLC and $750.00 for a for-profit corporation, counting the base fee plus the first missed report year.
Updated on
2026-07-31
