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Vermont's Secretary of State requires most companies registered in the state to file an annual report, while nonprofit corporations submit a biennial report. Depending on entity type, the report updates the state's public record with items such as the entity's principal office or designated-office address, the required officers or directors, and the name and Vermont office address of its registered or designated agent for service of process.
Miss the deadline and your entity may lose good-standing status or face other consequences, depending on the entity type. The fee schedule doesn't list a standalone late fee for an ordinary late annual or biennial report; instead, the cost shows up later as a reinstatement fee once the state has terminated the entity or it has lost good standing. Let a missed report sit long enough and the Secretary of State can terminate your company or revoke its authority to do business, which puts your name protection and good standing at risk.
Who needs to file the Vermont annual report?
If you're registered with Vermont, you file an annual or biennial report whether you formed the company here or registered as an out-of-state entity.
Required entities include:
Domestic corporations, including professional and benefit corporations, under 11A V.S.A. § 16.22; the SOS treats for-profit cooperatives as domestic business corporations for fee purposes
Foreign corporations authorized in Vermont, under the same section
Domestic and foreign LLCs, including PLLCs and L3Cs, under 11 V.S.A. § 4033
Domestic and foreign Limited Liability Partnerships (LLPs), under 11 V.S.A. § 3293
Mutual Benefit Enterprises (MBEs), which the SOS annual reports page lists as annual filers
Nonprofit corporations, including nonprofit cooperative corporations, which report every other year under 11B V.S.A. § 16.22
Entities that have formally dissolved or withdrawn may be outside the active reporting cycle, but an entity terminated for failure to file may need to file the missing annual or biennial report and pay required fees to be reinstated; a terminated entity back-files delinquent reports as part of the process of reinstating its status.
Limited Partnerships aren't listed among required annual or biennial filers on the SOS page, though they may still have other filing obligations, such as amendments, outside this reporting cycle.
A Vermont registered agent service can handle the filing for you.
How to file
Vermont accepts these reports online only, with deadlines set by statute, and even paper-check payments start inside the portal. The SOS doesn't publish a processing time for annual or biennial reports.
Gather your business details first, then follow these steps:
Log into the Online Business Service Center with existing credentials, or register a new account
Filers should use the Secretary of State's prescribed process for submitting the required annual or biennial report
Follow the prompts to confirm, update, or enter the required information, including the principal address and your registered agent's name and Vermont street address (switching agents is a separate filing, not part of the report)
Review the report for accuracy, then pay by eCheck, or select "I Want to Print & Mail With Check" at the bottom of the eCheck screen to pay by paper check, and save your confirmation email
Due dates and deadlines
Vermont doesn't give every business a single date. Corporations and LLCs file relative to their fiscal year end, while LLPs, MBEs, and nonprofits file inside a fixed January 1 to April 1 window.
Entity type | Filing deadline | Calendar-year example (illustrative) |
|---|---|---|
Domestic and foreign corporations | Within 2.5 months after fiscal year end | March 15 |
Domestic and foreign LLCs | Within 3 months after fiscal year end | March 31 |
Domestic and foreign LLPs; MBEs | January 1 to April 1 each year | April 1 cut-off |
Nonprofits and nonprofit cooperatives | January 1 to April 1 every two years | April 1 |
The dates above are calendar-year illustrations, not universal deadlines, Vermont calculates each corporation's and LLC's due date from its own fiscal year end, not a fixed date on the calendar. The nonprofit cycle isn't universally even or odd years, either. Under 11B V.S.A. § 16.22(c), the first biennial report is due the year after incorporation or authorization, and later reports follow every two years from that anchor. The SOS's January 2026 update told nonprofits that last filed in 2024 to file again in 2026, which is why so many land in even years.
Filing fees
Report-content requirements and fee amounts live in different statutes. 11A V.S.A. § 16.22, 11 V.S.A. § 4033, and 11B V.S.A. § 16.22 describes what each report must contain, while the dollar amounts are set separately: 11A V.S.A. § 1.22 for corporations, 11 V.S.A. § 4012 for LLCs, 11 V.S.A. § 3310 for LLPs, and 11B V.S.A. § 1.22 for nonprofits.
Entity type | Report type | Fee |
|---|---|---|
Domestic corporation | Annual | $60 |
Foreign corporation | Annual | $250 |
Domestic LLC | Annual | $45 |
Foreign LLC | Annual | $170 |
Domestic LLP | Annual | $45 |
Foreign LLP | Annual | $170 |
Nonprofit corporation | Biennial | $35, or $0 if no officer, director, or employee was compensated in the prior year |
All figures come from the Vermont Secretary of State's fee schedule, current as of this writing.
The legislature enacted H.243 as Act 10, and the governor signed it on May 1, 2025. As introduced, the bill would raise annual report fees to $50 for domestic entities and $175 for foreign entities, but the Secretary of State's fee schedule still lists $60 and $250 as of this writing, treat the higher figures as not yet in effect until the fee schedule or the enacted statutory text confirms an effective date.
Required information
The report asks for your business name, the state or country where you formed, your principal office address, and your registered agent's name and Vermont street address. The SOS agent change form marks the physical address field "NO PO BOX." If you're new to the role, read up on what a registered agent does before you fill this section in.
Additional requirements vary by entity type:
Corporations list directors and policy-making officers with business addresses under 11A V.S.A. § 16.22(a); professional corporations add a qualified-persons attestation under 11 V.S.A. chapter 4, § 871
LLCs report their designated office and agent under 11 V.S.A. § 4033(a); the SOS business filings page also ties good standing to current principal personnel, including members or managers
Nonprofits list directors and principal officers with business or residence addresses, plus a brief description of their activities, under 11B V.S.A. § 16.22(a)
If a registered agent resigns and the entity doesn't secure a replacement within the window the Secretary of State's office allows, the entity's status shows as "Terminated," check the registered agent filings page for the current cure period before relying on a specific number of days.
Consequences of not filing
Miss a Vermont deadline and you lose good standing first, then pay for the delay. Until you fix it, the entity shows as out of compliance in the state's own records. The SOS reinstatements page states that failure to file "will result in the termination of a business entity's good standing," shown as a status of either "terminated" or "inactive" depending on how long the entity has been out of compliance.
The fee schedule doesn't list a flat late fee for an ordinary late report; the cost instead arrives as a reinstatement fee once the state has terminated the entity or it has lost good standing. Under 11 V.S.A. § 4034, a terminated LLC files each missing report "together with the annual report filing fee and the reinstatement fee for each year the company failed to file."
Reinstatement runs $35 for both a domestic and a foreign LLC under 11 V.S.A. § 4034, with the fee itself set in § 4012. Corporate reinstatement runs $50 under 11A V.S.A. §§ 14.20 and 15.30, with the fee set in § 1.22. For nonprofits, a domestic reinstatement runs a $45 application fee plus $25 under 11B V.S.A. § 14.22; foreign nonprofits pay the corresponding amounts under § 15.30. LLPs pay a $45 reinstatement application fee under § 3293, with the fee authority in § 3310.
A corporation that fails to file "shall terminate," with notice from the Secretary of State, under 11A V.S.A. § 14.20, and a foreign corporation's certificate of authority terminates under 11A V.S.A. § 15.30. For nonprofits, the Secretary of State may initiate involuntary termination under 11B V.S.A. § 14.20, following the notice-and-procedure requirements set out in § 14.21.
Filing the missing reports plus the required fees reinstates the LLC's articles of organization or certificate of authority under § 4034, and § 3293 gives an LLP two years from a revocation's effective date to apply for reinstatement, Vermont also gives partnerships at least 60 days' written notice, with a chance to cure, before a revocation takes effect. Until you reinstate, the state's record continues to show the entity as terminated or inactive rather than in good standing.
Automate Vermont annual report deadlines with Discern
Vermont deadlines differ by entity type, which makes them easy to miss: 2.5 months after a corporation's fiscal year end, 3 months after an LLC's, and a January 1 to April 1 window for LLPs and nonprofit biennial reports. Vermont annual reports must be filed by the applicable due date, and Vermont entities must maintain a registered agent.
Teams holding entities in several states should track registered agent service, annual reports, and entity management requirements in each state where they're registered. Centralizing registered-agent and annual-report workflows can help teams manage compliance from a single place.
FAQs about Vermont's annual report
These are the questions Vermont filers ask most often once the deadline is on the calendar.
Can I file my Vermont report early?
The fixed window for LLPs, MBEs, and nonprofits opens January 1, and for corporations and LLCs the window is effectively open at any point relative to their fiscal year end.
What if something changes after I file?
A new registered agent requires a separate Statement of Change filing ($35 for LLCs under 11 V.S.A. § 4008). Everything else in the report has to be accurate as of the date you sign it, so correct anything that changed before you submit.
Can I get an extension?
The SOS annual/biennial report page doesn't describe an extension process, so plan to file within the standard window.
How do I confirm my business is in good standing?
The SOS shows entities that are out of compliance as "terminated" or "inactive" in the state's business records, and entities in compliance without that flag.
Can I clear multiple missed years at once?
Yes. For LLCs, reinstatement requires every missing report plus that year's filing fee and that year's reinstatement fee under 11 V.S.A. § 4034.
Updated on
2026-09-21
