What the rules actually say

LLC compliance: forming it is the easy part.

Most of what goes wrong with an LLC goes wrong years after it was formed, and none of it is exotic. It is a report nobody filed, an agent nobody replaced, or an address nobody updated.

The obligations Our Story

The essentials

Where most readers start

Guide

Part I

Continuing obligations, and what follows from missing them

Part I - obligations that continue for the life of the entity

1.1

The periodic report

Nearly every state requires a report on a fixed cycle - annual in most, biennial in some - whether or not the business traded that year.

Consequence: a state may move the entity to a delinquent status and, eventually, administratively dissolve it. Reinstatement is a separate filing with its own fee.

1.2

A registered agent, continuously

The requirement is not satisfied once at formation. There must be an agent at a physical in-state address for as long as the entity exists.

Consequence: an agent who resigns leaves the entity non-compliant until a replacement is filed, and service of process may be deemed delivered regardless.

1.3

Keeping the record current

A change of address, of agent, or of the members a state requires on the record generally has to be filed, not simply adopted internally.

Consequence: notices go to the address on file. An out-of-date record means a deadline can pass without anyone being told.

1.4

Registration where you actually operate

Operating in a state other than the one of formation typically requires a foreign qualification in that state, with its own report and its own agent.

Consequence: an unqualified entity may be barred from bringing suit in that state until it registers and pays what is owed.

1.5

Keeping the entity separate

An LLC's protection assumes the entity is treated as one: its own account, its own records, its own contracts.

Consequence: where that separation is not maintained, a court may decline to respect it. This is a matter for counsel, not a checklist.

By the numbers

Fees, as the states publish them

California

Articles of Organization filing fee $70.00 ca.gov
Statement of Information fee $20.00 ca.gov
FTB annual LLC tax $800 per year ca.gov

Covered in Will You Miss the California Franchise Tax Deadline if You DIY Your LLC?

Georgia

Articles of Organization fee $110.00 ($100 filing + $10 service charge) ga.gov
Annual registration fee $60.00 (online and paper) ga.gov
Penalty for late filing of annual registration $25.00 ga.gov

Covered in Are There Risks to Registering Your Georgia LLC Yourself?

Michigan

Annual statement fee $25.00 michigan.gov
Late penalty on the annual statement $50.00 if received after February 15 michigan.gov

Covered in Are There Risks to Registering Your Michigan LLC Yourself?

New York

Articles of Organization filing fee $200.00 ny.gov
Biennial Statement fee $9.00 ny.gov
Annual filing fee on Form IT-204-LL $25 minimum, up to $4,500 by NY source gross income ny.gov

Covered in What Mistakes Do People Make Filing a New York LLC Themselves?

Federal

An EIN is free directly from the IRS $0 (free) irs.gov

Covered in Are DIY LLC Filing Errors Hard to Fix After the Fact?

The questions