Every business registered with the Florida Division of Corporations must file a Florida annual report each year between January 1 and May 1 through the state’s SunBiz portal. The report updates the state’s public records with your current address, officers, and registered agent. Fees run from $61.25 for nonprofits to $500 for limited partnerships. Miss May 1 and most entities owe a $400 late fee on top of the filing fee. Miss the third Friday of September and the state administratively dissolves your entity or revokes its authority to do business in Florida.1Florida Department of State. File Annual Report – Division of Corporations
Who Has to File
The requirement covers both entities formed under Florida law and out-of-state entities registered to do business here. Specifically:
- For-profit corporations, domestic and foreign2Official Internet Site of the Florida Legislature. Florida Code 607.1622 – Annual Report for Department
- Nonprofit corporations, domestic and foreign3Florida Senate. Florida Code 617.1622 – Annual Report for Department of State
- Limited liability companies4Official Internet Site of the Florida Legislature. Florida Code 605.0212 – Annual Report for Department of State
- Limited partnerships and limited liability limited partnerships5Official Internet Site of the Florida Legislature. Florida Code 620.9003 – Annual Report
- Professional associations under Chapter 621
Sole proprietorships and general partnerships that never registered a formal entity with the state don’t file this report. If you formed or registered your entity last year, your first annual report is due between January 1 and May 1 of the following year.4Official Internet Site of the Florida Legislature. Florida Code 605.0212 – Annual Report for Department of State
The Report Is Not a Tax Filing
Worth clearing up before anything else: this filing has nothing to do with your Florida corporate income tax return, which goes to the Department of Revenue on its own schedule. The annual report contains no revenue figures, no financial statements, and no tax calculations. It just refreshes the state’s public record of who and where your business is.1Florida Department of State. File Annual Report – Division of Corporations Both filings still have to happen; they’re just separate obligations.
What to Gather Before You Start
The form is short, but errors mean paying again for an amendment. Have this on hand:
- Your entity’s document number from the Division of Corporations. If you don’t have it, search your business name on SunBiz.1Florida Department of State. File Annual Report – Division of Corporations
- Your federal EIN, or confirmation that you’ve applied.
- A physical street address for the principal office. P.O. Boxes are not accepted.6Florida Department of State. Annual Report Instructions – Division of Corporations
- A separate mailing address only if it differs from the principal office. A P.O. Box is fine here.
- Names and street addresses of at least one officer, director, or manager.
- Your registered agent’s name and Florida street address. No P.O. Box.
The information has to be current as of the date you submit, not as of January 1.4Official Internet Site of the Florida Legislature. Florida Code 605.0212 – Annual Report for Department of State If you’re changing your registered agent through the report, the incoming agent has to electronically sign to accept the role, and if the agent is a company, an individual principal of that company signs on its behalf.6Florida Department of State. Annual Report Instructions – Division of Corporations
Filing Fees
What you pay depends on your entity type. On-time fees:
- For-profit corporation: $150.007Florida Department of State. Fees – Division of Corporations
- Nonprofit corporation: $61.25
- LLC: $138.758Florida Department of State. LLC Fees – Division of Corporations
- Limited partnership or LLLP: $500.00
A supplemental fee is already baked into these totals. Nothing is waivable.
How to File on SunBiz
The report is filed online at sunbiz.org. There is no downloadable paper form. Go to the “File Annual Report” section, enter your document number, and the system pulls up your existing record. Review each screen. If addresses and officers haven’t changed, confirm the existing data. If anything has, update it on screen; you can add, edit, or delete principals in the same flow.6Florida Department of State. Annual Report Instructions – Division of Corporations
Sign electronically by typing the name and title of a principal listed on the form, then pay. The Division accepts:
- Credit card (Visa, MasterCard, American Express, Discover)
- Debit card with a Visa or MasterCard logo
- A prepaid SunBiz E-File account set up in advance
- Check or money order, using a payment voucher the system prints for you
If you mail a check, the envelope must be postmarked by May 1 to count as on time. Make it payable to the Florida Department of State.1Florida Department of State. File Annual Report – Division of Corporations
Deadlines and What Happens If You’re Late
The filing window runs January 1 through 11:59 PM EST on May 1.
The $400 Late Fee After May 1
File after May 1 and a mandatory $400 penalty stacks on top of the regular fee for for-profit corporations, LLCs, limited partnerships, and LLLPs. That puts a late for-profit corporation at $550 and a late LLC at $538.75. The late fee cannot be reduced or waived.8Florida Department of State. LLC Fees – Division of Corporations Nonprofit corporations are exempt from the $400 penalty, though they still face the September dissolution deadline.
Dissolution or Revocation in September
If you haven’t filed by 5:00 PM on the third Friday of September, the state administratively dissolves your entity (or revokes a foreign entity’s authority) at the close of business the following Friday. In 2026, those dates are September 18 and September 25.1Florida Department of State. File Annual Report – Division of Corporations
Dissolution isn’t just a status label. A corporation that hasn’t filed its annual report and paid what it owes cannot bring or maintain a lawsuit in any Florida court until it gets current.2Official Internet Site of the Florida Legislature. Florida Code 607.1622 – Annual Report for Department If you need to enforce a contract, that limitation alone can be a serious problem.
Fixing a Report After You File
Catch an error later and you can file an amended report through the same SunBiz portal. Enter your document number and the system lets you correct addresses, officer information, and registered agent details. Amendments cost $61.25 for for-profit and nonprofit corporations and $50.00 for LLCs, and each amended report replaces the previous one on file.9Florida Department of State. Annual Report Help – Division of Corporations Amendments are only available once your initial annual report for the year has been filed.
Reinstating a Dissolved Business
If your entity was already dissolved or revoked for failing to file, you can apply for reinstatement through SunBiz. There is no deadline to apply, and a single reinstatement application replaces every past-due annual report, so you don’t have to file each missed year separately.10Florida Department of State. Reinstatement Filing Instructions
The cost adds up. You pay a reinstatement fee plus the annual report fee for each year owed:
- For-profit corporation: $600 reinstatement fee plus $150 per report year owed11Florida Department of State. File Reinstatement – Division of Corporations
- Nonprofit corporation: $175 reinstatement fee plus $61.25 per report year owed
- LLC: $100 reinstatement fee plus $138.75 per report year owed
- Limited partnership or LLLP: $500 reinstatement fee plus $500 for each year of revocation, plus $500 for each report year owed
File reinstatement on or after January 1 and you also owe the current year’s annual report fee on top of the back amounts. A for-profit corporation reinstating after January 1 pays a minimum of $900.10Florida Department of State. Reinstatement Filing Instructions
There’s a name-loss risk too. After administrative dissolution, the state protects your entity’s name for one year. Once that year is up, anyone can register it. If someone else takes your name before you reinstate, you’ll have to amend your articles and pick a new one as part of reinstatement.12Official Internet Site of the Florida Legislature. Florida Code 617.1422 – Reinstatement Following Administrative Dissolution One important limit: entities that voluntarily dissolved, merged, or withdrew from Florida cannot use the reinstatement process at all.10Florida Department of State. Reinstatement Filing Instructions