Michigan Corporation Annual Report: $25, Due May 15, With Penalty Schedule
Michigan Corporation Annual Report: $25, Due May 15, With Penalty Schedule
If your business is a corporation registered in Michigan, you owe the state an annual report every year. The Michigan corporation annual report costs $25 if it is received by May 15, and the Michigan annual report due date is May 15 for profit and professional service corporations. Miss that date and the fee climbs by month until it reaches a $75 maximum. This guide covers what the filing is, what it costs, how the late fee schedule works, how it differs from the LLC annual statement, and what happens if you never file.
What the Michigan Corporation Annual Report Is
The annual report is a yearly filing with the Michigan Department of Licensing and Regulatory Affairs (LARA), Corporations, Securities and Commercial Licensing Bureau, Corporations Division. It is form CSCL/CD-2500, titled Annual Report. The filing keeps your corporation's public record current with the state. It is not a tax return, and filing it does not replace any tax filing you owe to the Michigan Department of Treasury.
The report is required. It is not optional for a corporation in good standing, and it is separate from your formation paperwork. Your corporation formed with the Articles of Incorporation for Profit Corporation (form CSCL/CD-500), which carries a $60 filing fee. The annual report is the recurring obligation that follows.
LARA does not license businesses. Registering your corporation and filing its reports are entity filings, not business licenses. Whether your trade or activity needs a license is a separate question. For that, LARA directs new owners to the State License Search.
The Fee and the Deadline
The base fee is $25. The deadline is May 15 each year, beginning the year after the corporation was incorporated. Note that the fee is tied to the date LARA receives the filing, not the date you mail or send it. If you rely on a postmark or a mailing date, you could be late even though you sent the report in time.
A corporation formed on or after January 1 and before May 16 does not file an annual report in the year it was formed. Its first report is due May 15 of the following year. If you formed your corporation earlier in the calendar year than May 16, plan for your first report on the following May 15, not the current one.
The Late Fee Schedule
If the report arrives after May 15, the fee rises on a published schedule. The amounts below are the figures LARA publishes for corporations:
| Date LARA receives the report | Amount |
|---|---|
| On or before May 15 | $25 |
| May 16 to May 31 | $35 |
| June | $45 |
| July | $55 |
| August | $65 |
| On or after September 1 | $75 maximum |
The schedule caps at $75. Once you reach September 1, the amount does not climb further, but the filing is still overdue and still needs to be made. Each figure in the table is the total fee due for a report received in that period, not a late charge added on top of the $25 base fee.
Michigan Annual Report Due Date: Corporations Versus Other Entities
Michigan uses different calendars for different entity types, and mixing them up is one of the most common reasons owners miss a filing. Use this table to see which deadline applies to your business:
| Entity | Filing | Fee | Due |
|---|---|---|---|
| Profit corporation | Annual Report (CSCL/CD-2500) | $25 | May 15 |
| Professional service corporation | Annual Report (CSCL/CD-2500) | $25 | May 15 |
| Nonprofit corporation | Annual report | $20 | October 1 |
| Limited liability company (LLC) | Annual Statement (CSCL/CD-2700) | $25 | February 15 |
Nonprofit corporations pay $20 and file by October 1 under MCL 450.2911. An LLC files an Annual Statement, not an annual report, and its statement is due February 15. A professional LLC pays $75 for its statement and faces a $50 late fee if it files after February 15. If your business is an LLC, read the LLC annual statement guidance rather than this page, because the dates and fees are not interchangeable.
Who Files and Who Does Not
Only entities that LARA registers file an annual report or statement with the Corporations Division. Sole proprietors and general partnerships do not. They file an assumed name certificate with the county clerk in each county where they do business, under MCL 445.1. If you operate as a sole proprietor using a trade name, you have a county filing to track, not a LARA annual report.
A profit corporation that was formed before May 16 of a given year owes its first report on the following May 15. After that, the obligation repeats every year. Keep a calendar entry for May 15 from the first year forward, and set a reminder at least a month earlier so the filing reaches LARA in time.
How to File Your Annual Report Online
Most owners file online through the MiBusiness Registry Portal (MiBRP), the state's electronic filing system. You can find the portal at mibusinessregistry.lara.state.mi.us, and the state's general filing page is at michigan.gov/fileonline. Use the steps below:
- Search the MiBusiness Registry business search to confirm your corporation's exact legal name and current status. A name mismatch can delay processing.
- Confirm the resident agent and registered office on file. Michigan calls this a resident agent, and it must be a Michigan resident, a Michigan corporation, or another entity authorized to do business in Michigan. A P.O. box alone is not sufficient for the registered office.
- Open the annual report in the portal and enter the required information for your corporation.
- Pay the $25 fee, or the late fee amount that applies on the date you file.
- Save the confirmation and the filed report to your records. Check the business search again a few days later to confirm the filing is reflected.
Filing online is faster than mail, but it does not change the rule that LARA must receive the report by the deadline. If you file late, the fee in the schedule applies on the date of receipt.
Keep Your Resident Agent Current
The resident agent is the person or entity that receives legal papers and official notices for your corporation. If the agent changes, or the address changes, update it with Form CSCL/CD-520. A resident agent who has moved or stopped serving can mean missed notices. A missed notice is one route to losing your corporation's status, so treat the resident agent record as part of the annual filing routine.
What Happens If You Do Not File
A corporation that does not file its annual report is subject to automatic dissolution after notices go to its resident agent. That is the most serious consequence on this page, and it is the reason the schedule matters. Once the corporation is dissolved, it loses its authority to operate as a corporation in Michigan, which can affect contracts, bank accounts, and the liability protection many owners formed the corporation to get.
The fee schedule is a penalty on the timing of the filing, but dissolution is a status problem. Do not assume the late fee is the whole cost. Confirm the reinstatement steps and any additional fees with LARA before you attempt to restore a dissolved corporation, because the process depends on how far the status has progressed.
Common Mistakes to Avoid
- Mixing up the calendars. A corporation files May 15, an LLC files February 15, and a nonprofit corporation files October 1. Assuming one date for all entities is how filings get missed.
- Relying on the postmark. The $25 fee applies if LARA receives the report by May 15, not if it was sent by then.
- Ignoring the first-year rule. A corporation formed before May 16 starts reporting the following year, which some owners read as a missed filing.
- Letting the resident agent go stale. If your agent or registered office has changed, update it before the report goes in.
- Treating the annual report as the tax filing. The LARA report and your Treasury obligations are separate. Filing one does not satisfy the other.
Costs at a Glance
For a Michigan profit corporation, the recurring state cost is the annual report fee. The $25 base fee applies through May 15. After that, the late fee schedule applies, reaching a $75 maximum on or after September 1. Your other ongoing costs, such as a registered agent service, a bank account, or accounting help, depend on your choices and are outside the LARA filing. Those costs vary, so compare providers directly rather than assuming a figure.
Official Resources
- LARA Corporations Division, the official page for corporate filings and forms
- MiBusiness Registry Portal, for online filing
- MiBusiness Registry business search, to confirm your name and status
- Michigan file online page, for the state's general filing guidance
- Michigan Department of Treasury, for tax obligations that are separate from the annual report
- Michigan Small Business Development Center, for free or low-cost guidance on running your business
Disclaimer: This guide is informational content, not legal or tax advice. Fees, deadlines, and forms can change, so confirm the current requirements with LARA before you file. If your corporation has unusual circumstances, such as a dissolution, a name dispute, multiple owners with disagreements, or tax questions, talk with a qualified attorney or certified public accountant (CPA) licensed in Michigan.