Does Missouri charge late fees for LLC annual reports?

No, because Missouri LLCs file no annual report. The Secretary of State's FAQ asks the question directly and answers "No." Missouri's LLC fee statute is the complete list of fees the Secretary of State may charge an LLC. It runs to fifteen subdivisions, and we found no annual report fee, no late fee and no reinstatement fee among them. There is no deadline, so there is no lateness. The late fee people find when they search is the corporation one. Missouri law charges a corporation "a late fee of fifteen dollars for each thirty-day period" on an overdue corporate registration report. That report is due in the corporation's anniversary month, not on April 15, and it does not apply to LLCs.

Can a Missouri LLC be administratively dissolved?

No. Missouri has no administrative dissolution for LLCs at all. Missouri law lists the events that dissolve an LLC and the list is exclusive: the operating agreement or articles, unanimous written consent, an event of withdrawal of a member, having no members, a court decree, or not surviving a merger. The corporation chapter is where administrative dissolution lives. That chapter gives eleven grounds, including failing to deliver a corporate registration report within ninety days of its due date. The LLC chapter has no equivalent provision. So the only way a Missouri LLC is dissolved against its will is a circuit court decree, on the Attorney General's application for fraud or illegality, or on a member's petition for deadlock or abandonment.

How do I reinstate a Missouri LLC?

There is no reinstatement procedure for a Missouri LLC, because there is no administrative dissolution to reinstate from. Be careful with form names you may have seen. LLC 5 is the Articles of Termination, which ends an LLC rather than restoring it. LLC 4 is the Application for Registration of a Foreign Limited Liability Company. There is no form LLC-4.5 and no form LLC-AR on the Secretary of State's list, which runs LLC 1, 1A, 2, 4, 4A, 5, 6, 7, 8, 12, 13 and 14. Rescission of administrative dissolution is the corporation procedure, at a $55 basic fee. It is retroactive to the dissolution date and carries no statutory time limit, but it is not available to an LLC because an LLC cannot be administratively dissolved in the first place. If a Missouri LLC was dissolved by court decree, restoring it is litigation, not a filing.

Does falling out of compliance affect my liability protection?

No. Missouri says so twice, in unusually direct terms. Missouri law provides that a member or manager "is not liable, solely by reason of being a member or manager, or both, under a judgment, decree or order of a court, or in any other manner, for a debt, obligation or liability of the limited liability company." The protection carries no good-standing condition and no filing-compliance condition. The law adds that failure to file articles of amendment, a notice of winding up or articles of termination "shall not be grounds for imposing liability on any person for the debts and obligations of the limited liability company." Even the corporation rule that gets misquoted here does not go that far: it keeps an administratively dissolved corporation in existence and reaches only an officer or director who carries on business outside winding up. What genuinely threatens the shield in Missouri is what threatens it everywhere: commingling personal and business funds, ignoring the LLC's separate existence, or using it as an alter ego. Those are judicial doctrines, and no filing prevents them.

How do I check my Missouri LLC's good standing?

Use the Secretary of State's business entity search at sos.mo.gov. Because an LLC has no periodic filing, an active LLC generally stays active until it terminates or a court dissolves it. For documentary proof, order a certificate of good standing, whose fee appears in Missouri's LLC fee statute. Two Missouri bills add a new section covering certificates of good standing for LLCs and registered series with effect from August 28, 2026. Neither bill creates an annual report or an administrative dissolution for LLCs, so nothing on this page changes on that date. This page is general information about Missouri's statutes and filing requirements, not legal or tax advice.

Is there anything a Missouri LLC has to file periodically?

Not with the Secretary of State. The only continuous requirement there is maintaining a registered agent and registered office under Missouri law, and you file only when one of them changes, at $5. One narrow filing does exist elsewhere. Missouri law requires an LLC that owns rented or unoccupied real property in Kansas City, in cities within the population bands the law names, or in a county of more than one million people, to file a management-control affidavit with the city or county clerk. The law provides that "no limited liability company shall be charged a fee" for it. Everything else recurring is tax, and it follows your federal classification under Missouri law rather than any Missouri LLC filing rule.

Missouri LLC Late Fees: There Is Nothing to Be Late On

Missouri LLCs file no annual report, so no deadline exists to miss and no late fee exists to owe. Missouri also has no administrative dissolution for LLCs. Here is what the state can actually do.

By Edmond Hui · Last updated: October 2026

Missouri LLCs have no annual report deadline, so there is no annual report late fee. See details below.

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Late Fee Facts at a Glance

Annual report due

None required

Base fee

$0. Missouri's LLC fee statute lists every LLC fee and includes no report fee.

Late penalty

None. There is no filing that can be late.

Grace period

Not applicable

Dissolution timeline

Missouri has no administrative dissolution for LLCs. Involuntary dissolution requires a circuit court decree under Missouri law.

Step diagram for returning an LLC to good standing in Missouri, which requires no annual report. — Missouri requires no LLC annual report. What it still asks of an LLC, and how to fix a lapse. Source: Missouri Secretary of State.

Watch: Missouri LLC Late Fee: There Is No Report to Be Late On (2026)

What Happens If You Miss the Deadline

Stage 1

Missing a deadline that does not exist

Nothing. The Secretary of State's FAQ answers "Do limited liability companies have to file an annual report?" with "No." Missouri's LLC fee statute lists fifteen fees an LLC can be charged, and we found no report fee, no late fee and no reinstatement fee among them. There is no filing to miss.

Fix:There is nothing to fix.

Stage 2

Letting the registered agent lapse

Missouri law requires an LLC to "continuously maintain" a registered office and agent. Missouri's LLC law attaches no penalty to a lapse, unlike its corporation law, so the state will not act against you for it. The practical risk is different and worse: service of process is valid when delivered to the registered agent, so a lapsed or unreachable agent means a lawsuit can proceed without you learning of it.

Fix:Yes. File a change of registered agent or office. Missouri law sets the fee at $5.

Stage 3

Falling behind on Missouri tax filings

This is the real exposure, and it is a Department of Revenue matter rather than a Secretary of State one. Missouri law classifies an LLC for Missouri income, sales and use, and employment security purposes consistently with its federal classification, so penalties follow whichever of those regimes applies to you.

Fix:Yes, through the Department of Revenue. Deadlines and penalties there are outside what the Secretary of State's records show.

Stage 4

Court-ordered dissolution

The only involuntary route. Under Missouri law a circuit court may dissolve an LLC on the Attorney General's application where the company procured its articles by fraud, exceeded or abused its statutory authority, operated in a fraudulent or illegal manner, or abused its powers contrary to public policy. A member may also petition on grounds such as deadlock or abandonment. None of this is triggered by paperwork.

Fix:This is litigation, not a filing. Talk to a Missouri attorney.

How to Fix It: Step-by-Step

Check what the Secretary of State actually shows

Search your entity at sos.mo.gov. For an LLC the status reflects termination or a court decree, not an outstanding report, because none can exist. A "delinquent" status on a Missouri LLC is not a thing; if you are seeing one, check whether you are looking at a corporation record.

Confirm your registered agent is current

Missouri law requires one continuously. Correcting it costs $5, filed on the Secretary of State's change of agent or office form. There is no penalty to clear first.

Deal with tax separately

Anything genuinely overdue for a Missouri LLC is almost always a Department of Revenue obligation, not a Secretary of State one. Missouri's corporate franchise tax is not among them: Missouri law eliminated it for tax years beginning on or after January 1, 2016, and it never applied to LLCs anyway.

Get a certificate of good standing if a third party needs proof

With no annual filing there is no receipt to show a lender or counterparty. The certificate is the substitute; its fee is set in Missouri's LLC fee statute. From August 28, 2026, two Missouri bills add a section covering certificates of good standing for LLCs and registered series.

Reinstatement After Dissolution

Reinstatement Possible?: Not applicable
How Long Allowed: There is no reinstatement procedure for a Missouri LLC, because there is no administrative dissolution to be reinstated from. Rescission of administrative dissolution is a corporation procedure under Missouri law.
Reinstatement Fee: We found no reinstatement fee in Missouri's LLC fee schedule. The $55 figure often quoted is the corporation rescission fee ($50 plus a $5 surcharge).
What You Lose During Dissolution: Nothing follows from a missed filing, because there is none. Missouri law protects members and managers from the LLC's debts with no good-standing condition attached, and it states that failure to file amendments, a notice of winding up or articles of termination "shall not be grounds for imposing liability on any person for the debts and obligations of the limited liability company."

This guide is general information, not legal or tax advice, and reading it does not create an attorney-client relationship. It reports what each state publishes about filing deadlines, fees, and the consequences of missing them, with the sources this page cites. It cannot tell you what your own company owes: the date turns on when and where you formed, states change these rules between our reviews, and in several states an entity-level tax falls due in a year when no report does. Confirm your own dates with the filing office named on this page before you rely on one here, because missing a deadline can cost the company its good standing or, in many states, its existence.

Read this guide for another state:

Frequently Asked Questions

: No, because Missouri LLCs file no annual report. The Secretary of State's FAQ asks the question directly and answers "No." Missouri's LLC fee statute is the complete list of fees the Secretary of State may charge an LLC. It runs to fifteen subdivisions, and we found no annual report fee, no late fee and no reinstatement fee among them. There is no deadline, so there is no lateness. The late fee people find when they search is the corporation one. Missouri law charges a corporation "a late fee of fifteen dollars for each thirty-day period" on an overdue corporate registration report. That report is due in the corporation's anniversary month, not on April 15, and it does not apply to LLCs.
: No. Missouri has no administrative dissolution for LLCs at all. Missouri law lists the events that dissolve an LLC and the list is exclusive: the operating agreement or articles, unanimous written consent, an event of withdrawal of a member, having no members, a court decree, or not surviving a merger. The corporation chapter is where administrative dissolution lives. That chapter gives eleven grounds, including failing to deliver a corporate registration report within ninety days of its due date. The LLC chapter has no equivalent provision. So the only way a Missouri LLC is dissolved against its will is a circuit court decree, on the Attorney General's application for fraud or illegality, or on a member's petition for deadlock or abandonment.
: There is no reinstatement procedure for a Missouri LLC, because there is no administrative dissolution to reinstate from. Be careful with form names you may have seen. LLC 5 is the Articles of Termination, which ends an LLC rather than restoring it. LLC 4 is the Application for Registration of a Foreign Limited Liability Company. There is no form LLC-4.5 and no form LLC-AR on the Secretary of State's list, which runs LLC 1, 1A, 2, 4, 4A, 5, 6, 7, 8, 12, 13 and 14. Rescission of administrative dissolution is the corporation procedure, at a $55 basic fee. It is retroactive to the dissolution date and carries no statutory time limit, but it is not available to an LLC because an LLC cannot be administratively dissolved in the first place. If a Missouri LLC was dissolved by court decree, restoring it is litigation, not a filing.
: No. Missouri says so twice, in unusually direct terms. Missouri law provides that a member or manager "is not liable, solely by reason of being a member or manager, or both, under a judgment, decree or order of a court, or in any other manner, for a debt, obligation or liability of the limited liability company." The protection carries no good-standing condition and no filing-compliance condition. The law adds that failure to file articles of amendment, a notice of winding up or articles of termination "shall not be grounds for imposing liability on any person for the debts and obligations of the limited liability company." Even the corporation rule that gets misquoted here does not go that far: it keeps an administratively dissolved corporation in existence and reaches only an officer or director who carries on business outside winding up. What genuinely threatens the shield in Missouri is what threatens it everywhere: commingling personal and business funds, ignoring the LLC's separate existence, or using it as an alter ego. Those are judicial doctrines, and no filing prevents them.
: Use the Secretary of State's business entity search at sos.mo.gov. Because an LLC has no periodic filing, an active LLC generally stays active until it terminates or a court dissolves it. For documentary proof, order a certificate of good standing, whose fee appears in Missouri's LLC fee statute. Two Missouri bills add a new section covering certificates of good standing for LLCs and registered series with effect from August 28, 2026. Neither bill creates an annual report or an administrative dissolution for LLCs, so nothing on this page changes on that date. This page is general information about Missouri's statutes and filing requirements, not legal or tax advice.
: Not with the Secretary of State. The only continuous requirement there is maintaining a registered agent and registered office under Missouri law, and you file only when one of them changes, at $5. One narrow filing does exist elsewhere. Missouri law requires an LLC that owns rented or unoccupied real property in Kansas City, in cities within the population bands the law names, or in a county of more than one million people, to file a management-control affidavit with the city or county clerk. The law provides that "no limited liability company shall be charged a fee" for it. Everything else recurring is tax, and it follows your federal classification under Missouri law rather than any Missouri LLC filing rule.

Sources

23 documents

Each entry below is a document recorded in our verified Missouri sources, and each entry says what the document is. Some statutory text is read from an accurate mirror rather than from the state's own host, and those say so. Where we hold the citation but no stable public link, the citation is printed on its own rather than pointed at a guessed address.

Missouri statute: RSMo 347.179 (LLC filing fees)
Missouri statute: RSMo 347.143 (court-ordered dissolution)
Missouri statute: RSMo 347.030.1 (registered office and agent)
Missouri statute: Chapter 347 (Missouri LLC Act)
Missouri statute: RSMo 351.484(5) (corporate dissolution for agent lapse)
Missouri statute: RSMo 347.179.1(12) (change of agent fee)
Missouri statute: RSMo 347.187.2 (tax classification)
Missouri statute: RSMo 147.010.1(5) (franchise tax repeal)
Missouri law: House Bill 2508 and Senate Bill 1142, adding RSMo 347.044 (LLC good standing certificates)
Missouri statute: RSMo 351.488 (corporate rescission of dissolution)
Missouri statute: RSMo 351.488.1(5) (corporate rescission fee)
Missouri statute: RSMo 351.127 (filing surcharge)
Missouri statute: RSMo 347.057 (member liability shield)
Missouri statute: RSMo 347.053.2 (no liability for missed filings)
Missouri statute: RSMo 351.125 (corporate report fee and late fee)
Missouri statute: RSMo 347.137.1 (events of dissolution)
Missouri statute: RSMo 351.484 (corporate administrative dissolution)
Missouri statute: RSMo 351.486.3 (dissolved corporations)
Missouri statute: RSMo 347.048 (management-control affidavit)
Missouri statute: RSMo 347.048.3 (no affidavit fee)
sos.mo.gov/business/corporationsMissouri Secretary of State: business entity filings
revisor.mo.gov/main/OneSection.aspx?section=347.048Missouri statute: annual report exemption
revisor.mo.gov/main/OneChapter.aspx?chapter=347Missouri statute: annual report exemption

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Edmond Hui · Founder, MyStateLLC

Edmond Hui is a software engineer and serial entrepreneur based in New York who has founded multiple online businesses across e-commerce, media, and information publishing. Before transitioning into tech, he spent years as a commercial real estate professional closing deals totaling over 100,000 square feet, giving him firsthand experience with business formation and entity structuring. He built MyStateLLC to provide the free, state-specific LLC guidance he wished existed when forming his own companies.

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