Michigan LLC Annual Report Late Fees and Penalties: What You Need to Know

Don't let a missed February 15 deadline cost you your LLC's good standing. Learn Michigan's late penalties, administrative dissolution timeline, and how to get back in compliance.

By Edmond Hui · Last updated: January 2026

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Late Fee Facts at a Glance

📅
annual report due
February 15
💵
base fee
$25
⚠️
late penalty
$25 additional late fee after the deadline
grace period
None — penalties apply immediately after February 15
🚨
dissolution timeline
Administrative dissolution typically occurs 60-90 days after the deadline for non-filing

What Happens If You Miss the Deadline

Stage 1

Immediately after February 15 deadline

Michigan imposes a $25 late fee on top of the standard $25 annual report fee, bringing your total to $50

✓ Fix:Yes — file your overdue annual report and pay the combined $50 fee through the Michigan Secretary of State website
Stage 2

30-60 days after deadline

Your LLC loses good standing status with the Michigan Secretary of State, which may affect business licenses, banking, and contracts

✓ Fix:Yes — file the overdue report with late fees to restore good standing, though you may need to update business licenses separately
Stage 3

60-90 days after deadline

Michigan begins administrative dissolution proceedings, which can result in loss of liability protection and business name rights

✓ Fix:Yes, but may require formal reinstatement process with additional fees beyond the annual report and late penalty

How to Fix It: Step-by-Step

1

File Your Overdue Annual Report

Log into the Michigan Secretary of State online filing system at michigan.gov/sos and complete your annual report. You'll need to pay both the $25 base fee and $25 late penalty.

2

Pay All Required Fees

Submit payment for the total amount due ($50 for late filing). Michigan accepts online payments by credit card or electronic check through their secure portal.

3

Request Reinstatement if Dissolved

If your LLC was administratively dissolved, file a Certificate of Reinstatement with the Michigan Secretary of State and pay any additional reinstatement fees required.

4

Verify Good Standing Status

Request an official Certificate of Good Standing from the Michigan Secretary of State to confirm your LLC is back in compliance and provide proof to banks, vendors, or licensing agencies.

🚨 Reinstatement After Dissolution

Reinstatement Possible?
Yes
How Long Allowed
Typically 3 years after administrative dissolution in Michigan
Reinstatement Fee
Contact Michigan Secretary of State for current reinstatement fees, which are separate from annual report late fees
What You Lose During Dissolution
During dissolution period, you may lose liability protection, ability to conduct business legally, maintain business licenses, and exclusive rights to your LLC name

Frequently Asked Questions

Next Step
Related: How to form your LLC
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