What is the exact late fee for a Florida LLC annual report?

Florida charges a $400 late penalty in addition to the standard $138 annual report fee, for a total of $538 when filing late.

Can I reinstate my Florida LLC after administrative dissolution?

Yes, Florida allows LLC reinstatement up to 5 years after administrative dissolution by filing Articles of Reinstatement and paying all overdue fees and penalties.

Does filing late affect my LLC's liability protection?

Yes, once your Florida LLC falls out of good standing or is dissolved, the limited liability protection may be compromised, potentially exposing members to personal liability.

How can I check my Florida LLC's current good standing status?

You can check your LLC's status for free on the Florida Department of State's Sunbiz website at dos.myflorida.com by searching your company name or document number.

Can I negotiate or waive the Florida LLC late fee?

No, the $400 late penalty is mandatory under Florida law and cannot be waived or negotiated. You must pay the full amount to restore good standing.

Florida LLC Annual Report Late Fee: Penalties, Deadlines & How to Fix It (2026)

Missing Florida's May 1 annual report deadline triggers immediate penalties and can lead to administrative dissolution. Learn the exact fees, timelines, and steps to restore your LLC's good standing.

By Edmond Hui · Last updated: January 2026

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Late Fee Facts at a Glance

📅

annual report due

May 1

💵

base fee

$138

⚠️

late penalty

$400 late fee plus potential administrative dissolution after 60 days

⏱

grace period

None — penalties apply immediately after the May 1 deadline

🚨

dissolution timeline

Administrative dissolution proceedings begin approximately 60-90 days after the filing deadline

What Happens If You Miss the Deadline

Stage 1

Immediately after May 1 deadline

Your LLC is no longer in good standing with the Florida Department of State. The $138 annual report fee remains due plus a $400 late penalty.

✓ Fix:Yes — file the overdue annual report and pay both the $138 base fee and $400 late penalty to restore good standing.

Stage 2

30-60 days after deadline

Florida sends notice of impending administrative dissolution to your registered agent. Your LLC remains out of good standing and cannot obtain certificates of good standing.

✓ Fix:Yes — you can still file the overdue report and pay all penalties before dissolution proceedings are finalized.

Stage 3

60-90 days after deadline

Florida administratively dissolves your LLC. The company loses legal existence, liability protection ends, and you cannot conduct business under the LLC name.

✓ Fix:Yes, but only through reinstatement — file Articles of Reinstatement, pay all overdue fees and penalties, plus reinstatement fee.

How to Fix It: Step-by-Step

File the overdue annual report online

Log into the Florida Department of State's Sunbiz portal at dos.myflorida.com and complete your LLC's annual report filing immediately.

Pay all required fees and penalties

Submit payment for the $138 annual report fee plus $400 late penalty ($538 total). If your LLC was dissolved, add the reinstatement fee.

File Articles of Reinstatement if dissolved

If your LLC was administratively dissolved, file Articles of Reinstatement through Sunbiz along with all overdue reports and fees to restore legal existence.

Verify good standing status

Request a Certificate of Good Standing from the Florida Department of State to confirm your LLC's compliance status has been restored.

🚨 Reinstatement After Dissolution

Reinstatement Possible?: Yes
How Long Allowed: Up to 5 years after administrative dissolution in Florida
Reinstatement Fee: Contact Florida Department of State for current reinstatement fee
What You Lose During Dissolution: During dissolution, your LLC loses liability protection, cannot enter contracts, conduct business, or maintain legal existence. Personal liability may attach for business activities.

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