Michigan LLC Annual Statement: $25, Due February 15, and What Missing It Costs
Michigan LLC Annual Statement: $25, Due February 15, and What Missing It Costs
If you own a Michigan LLC, the yearly LARA filing is the only recurring charge the state bills you directly. Michigan calls it an annual statement, not an annual report. Corporations file an annual report. LLCs file an annual statement, Form CSCL/CD-2700, and the fee is $25. Most people searching for a Michigan LLC annual report are trying to figure out this one filing, and the cost of forgetting it grows every year.
This guide covers who owes the statement, the February 15 deadline, the first-year exception, how to file, what a late filing costs, and how restoration is priced.
Informational only: This article is general information about Michigan business filings. It is not legal, tax, or accounting advice. Rules and fees can change, so confirm anything that affects a filing decision with the agency that administers it. For a complex situation, such as a professional LLC, an LLC that has elected federal corporate tax treatment, or an entity that has already lost good standing, talk with a qualified attorney or CPA.
Who Owes the Annual Statement
Every domestic LLC formed in Michigan owes an annual statement beginning the year after it forms. A foreign LLC that holds a certificate of authority to transact business in Michigan files the same statement. The table below compares the filings most readers confuse.
| Item | Standard LLC | Professional LLC (PLLC) | Corporation |
|---|---|---|---|
| Filing | Annual Statement (CSCL/CD-2700) | Annual Statement | Annual Report (CSCL/CD-2500) |
| Annual fee | $25 | $75 | $25 |
| Due date | February 15 | February 15 | May 15 |
| Late fee | None listed by LARA | $50 after February 15 | $35 for May 16 to May 31, rising on a published schedule to a $75 maximum on or after September 1 |
The First Statement and the Formation-Year Exception
Your first statement is due the February 15 after your first full year of existence, and the rule that catches new owners is the exception for late-year formations. An LLC formed or authorized after September 30 owes no statement on the February 15 immediately following. Two examples show how it works:
- An LLC formed in June 2026 owes its first statement by February 15, 2027.
- An LLC formed on October 15, 2026 owes no statement on February 15, 2027. Its first statement is due February 15, 2028.
The exception depends on the formation date on your Articles of Organization (Form CSCL/CD-700), not the date you started selling or opened a bank account. Put the first due date on your calendar the day the LLC is formed.
How to File the Statement
You file through the MiBusiness Registry Portal (MiBRP) at mibusinessregistry.lara.state.mi.us. Before you file, search the business name on the MiBusiness Registry business search to confirm the exact legal name LARA has on record. Then:
- Log in to the portal and open your entity's annual statement for the current year.
- Check that the resident agent and registered office on record are still correct. Michigan calls this a resident agent, and the registered office is the agent's physical location. A P.O. box alone is not sufficient. Changes are filed separately on Form CSCL/CD-520.
- Pay the $25 fee and submit.
- Save the confirmation and a copy of the filed statement with your company records.
LARA does not publish a guaranteed standard review time for routine filings. If you are filing close to a deadline or a bank needs proof of current status, optional expedited review is available through Form CSCL/CD-272 in addition to the filing fee. For a document concerning an existing entity, the listed options are $100 for 24 hour review and $200 for same day review. Confirm with LARA that these tiers apply to the annual statement before you rely on them.
What Missing February 15 Actually Costs
LARA does not list a late fee for a standard LLC, which makes the penalty easy to underestimate. The real cost arrives later and grows each year:
- The missed statement stays owed. Every skipped year adds another $25 to the restoration bill.
- Good standing is lost. After two years of missed filings, the LLC loses good standing with LARA.
- The name is exposed. Once the LLC loses good standing, its name becomes available to others, and someone else may be able to register it.
Good standing matters when a bank, lender, landlord, or contract counterparty asks you to prove the company is active. A lapsed LLC may not be able to show that status on short notice, so restore it before you need the documents, not after.
Restoring an LLC: What It Costs
Restoration is the way back. Under the current schedule, a standard LLC pays a $50 certificate of restoration, plus $25 for each missing annual statement, plus the current year's $25 if the filing is made on or after February 15.
Here is a worked example. An LLC formed in spring 2023 never filed. It restores on March 10, 2027, and the statements due February 15, 2024, 2025, and 2026 are missing:
| Item | Count | Amount |
|---|---|---|
| Certificate of restoration | 1 | $50 |
| Missing statements (due February 15, 2024 to 2026) | 3 | $75 |
| Current-year statement (2027), filed after February 15 | 1 | $25 |
| Total | $150 |
Filing on time for the same period would have cost $100: four statements at $25 each, for 2024 through 2027. The $50 difference is the certificate of restoration. The total is the fee schedule applied to this example, so confirm the exact figure with LARA before you pay.
Professional LLCs follow a steeper schedule. Restoration is $50 plus $125 for each prior year. The current year is $75 if filed by February 15 and $125 if filed after that date.
The Fee Drops After September 30, 2027
The $25 fee is the current figure. Under MCL 450.5101(1)(g), the statute sets the fee at $15 for statements paid after September 30, 2027. That means the February 15, 2028 statement and later statements carry the lower fee if they are paid after that date. Confirm the applicable amount with LARA when you file in 2028 or later, and do not budget around the lower number until you have confirmed it.
What the Statement Is Not
The annual statement is a corporate filing with LARA. It is not a license and it is not a tax return.
Licensing. Michigan has no general statewide business license. LARA's Corporations Division receives, reviews, and files the documents that form and maintain an entity, and it does not license businesses. Registering your LLC through MiBusiness Registry is a filing, not a license. Licensing depends on your trade or activity and may involve the LARA Bureau of Professional Licensing, the Bureau of Construction Codes, MDARD, the Michigan Liquor Control Commission, the Cannabis Regulatory Agency, LARA child care licensing, and others. Local zoning, certificate of occupancy, and health approvals can also apply. Check the State License Search to see what your business needs. Retailers register with Treasury for a sales tax license, which is free.
Taxes. Michigan imposes no franchise tax. A standard LLC is a pass-through entity, so its members report the income on the Michigan individual income tax, which is a flat 4.25% for the 2026 tax year. An LLC that elects federal C corporation treatment is subject to the 6% Michigan Corporate Income Tax. Michigan also offers an elective Flow-Through Entity Tax. Only 24 Michigan cities levy a city income tax, so check whether yours is one of them. Treasury filings are separate from the annual statement, so confirm your obligations at michigan.gov/taxes and with a CPA.
Assumed names. An LLC that does business under a name other than its legal name files a Certificate of Assumed Name (Form CSCL/CD-541) with LARA for $25. Sole proprietors and general partnerships file with the county clerk instead.
A Simple Compliance Calendar
- On formation day, note whether the October 1 rule applies and write down your first statement due date.
- Each year, put February 15 on the calendar with a reminder in early January so you have a buffer.
- Before filing, confirm the resident agent and registered office on record.
- Save the confirmation and the filed statement every year.
- If you discover a missed year, file as soon as possible. The fee for each missed year is $25, and it does not get smaller by waiting.
When to Get Professional Help
A paid filing takes minutes. A lapsed LLC, a disputed formation date, or a question about a name you need to keep is a different matter. Talk with a Michigan attorney if your LLC has lost good standing and you need to protect the name, or if the formation date is unclear. Talk with a CPA about tax elections, C corporation treatment, and state filing obligations. The Michigan Small Business Development Center can also point you to free advising.