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What the rules actually say

The filing is the easy part. Staying compliant is the obligation.

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.

Part I

Continuing obligations, and what follows from missing them

Nothing is published yet. These are the obligations the write-ups work through state by state. Each one states what is required and what follows from not doing it — both as the state describes 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 An out-of-date record means a deadline can pass without anyone being told.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.

Scope

What this site does and does not do

Not legal advice

This describes what filings require. It is not advice about your circumstances, and nothing here creates a professional relationship.

Requirements are cited and dated

Anything stated about a state's rules is sourced to the office that publishes it, with the date it was read.

No observed penalties

Consequences are described as the statute and the filing office describe them. Nothing here reports a penalty we watched happen.

Affiliate links are disclosed

Some links earn a commission. It never changes what an obligation says, and it is stated wherever it applies.