New Mexico LLC Late Fees: There Is Nothing to Be Late On
No annual report means no deadline and no late fee. What actually ends a New Mexico LLC is losing its registered agent, and the statute gives you 30 days plus a two-year window to put it right.
New Mexico LLCs have no annual report deadline, so there is no annual report late fee. See details below.
New Mexico requires no LLC annual report. What the state charges when the filing it does require is missed, and how to cure it. Source: New Mexico Secretary of State.
Ready to file your annual report?
Go directly to the New Mexico Secretary of State portal.
$0. NMSA 1978 section 53-19-63 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
New Mexico revokes rather than dissolves, and not for failure to file a periodic report, because none exists. The common trigger is failure to maintain a registered agent (NMSA 1978 Section 53-19-66.1)
What Happens If You Miss the Deadline
Stage 1
Missing a report deadline
Nothing, because none exists. The Limited Liability Company Act contains no report provision of any period, and 12.3.4.11 NMAC lists a domestic LLC's required documents in full as the articles of organization and a statement designating registered agent and office.
✓ Fix:There is nothing to fix.
Stage 2
Going 30 days without a registered agent
This is the real trigger. NMSA 1978 section 53-19-66.1 permits the Secretary of State to revoke an LLC that "has failed for a period of thirty days to appoint and maintain a registered agent", or that has failed for 30 days after a change of registered office or agent to file the statement of change.
✓ Fix:Yes. File the statement of change, which costs $20 under section 53-19-63(I).
Stage 3
After administrative revocation
The LLC is revoked rather than dissolved. New Mexico uses revocation as its term of art here, and it is the Secretary of State's act rather than a court's.
✓ Fix:Yes, for two years. Section 53-19-66.2 allows an application for reinstatement "within two years after the effective date of revocation", and reinstatement "relates back to and takes effect as of the effective date of the administrative revocation".
Stage 4
Transacting business as an unregistered foreign LLC
The Act's only civil penalty, and it has nothing to do with reports. Section 53-19-53(E) charges a foreign LLC that transacts business in New Mexico without registering $200 for each year it did so.
✓ Fix:Yes, by registering and paying the accrued penalty. Foreign registration costs $100 under section 53-19-63.
How to Fix It: Step-by-Step
1
Check whether the problem is the registered agent
It usually is, because that is the only thing the Secretary of State can revoke an LLC over. Confirm the agent named in the state's records still exists, still consents, and still has the New Mexico address on file. Section 53-19-5(A) requires the agent to be a New Mexico resident individual or a business entity with a place of business at the registered office.
2
File a statement of change
Section 53-19-63(I) sets the fee at $20 for a statement of change of registered office or registered agent, or both. There is no penalty to clear first, because none accrues.
3
If the LLC was revoked, apply for reinstatement within two years
Section 53-19-66.2 requires the application to recite the LLC's name and the effective date of revocation, state that the grounds either did not exist or have been eliminated, and state that the name still satisfies section 53-19-3. The statute names no form and sets no fee, and section 53-19-63 does not list one, so check the Secretary of State's portal for the current charge rather than relying on a figure quoted elsewhere.
4
Separate out anything that is actually a tax matter
Most things genuinely overdue for a New Mexico LLC belong to Taxation and Revenue rather than the Secretary of State. Registration there is required of anyone engaging in business in New Mexico and produces a Business Tax Identification Number, the successor name to the CRS number, used for gross receipts tax, wage withholding and compensating tax. Filing frequency is assigned by the department.
🚨 Reinstatement After Dissolution
Reinstatement Possible?
Yes, within two years
How Long Allowed
Two years from the effective date of revocation, under NMSA 1978 section 53-19-66.2(A).
Reinstatement Fee
Not set by statute. Section 53-19-63's fee schedule lists no reinstatement fee and section 53-19-66.2 requires none, so no figure is published here. Any $100 reinstatement fee you have seen quoted for New Mexico is not in the Act.
What You Lose During Dissolution
Less than a revocation notice suggests, provided you act inside the two years. Section 53-19-66.2(C) makes reinstatement retroactive: it "relates back to and takes effect as of the effective date of the administrative revocation", so the gap closes rather than leaving a period of exposure behind it.
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 the penalty for missing a deadline can be administrative dissolution of the company.
Frequently Asked Questions
No, because there is no annual report. The Limited Liability Company Act, NMSA 1978 sections 53-19-1 to 53-19-74, contains no report provision, so there is no deadline and nothing to be late for.
Section 53-19-63 lists every fee the Secretary of State collects from an LLC and it is entirely transaction-based: $50 for the articles of organization, $20 for a statement of change of registered office or agent, $25 for articles of dissolution, $100 for a foreign LLC registration. There is no report fee and no late fee.
The $200 penalty that exists in the Act is section 53-19-53(E), charged to a foreign LLC that transacts business in New Mexico without registering, for each year it did so. It is not a report penalty.
The $200 penalty people find when searching is usually the corporation one in section 53-5-7, which attaches to the biennial corporate report under section 53-5-2.
New Mexico revokes rather than dissolves, and only for registered-agent failures.
NMSA 1978 section 53-19-66.1 gives two grounds and no others: failing for 30 days to appoint and maintain a registered agent, or failing for 30 days after a change of registered office or agent to file the statement of change.
No report exists to miss, and there is no June 30 deadline.
Judicial and voluntary dissolution are separate routes under sections 53-19-39 and 53-19-40, triggered by the operating agreement, a majority in voting power, or a court, not by paperwork.
Yes, within two years. NMSA 1978 section 53-19-66.2(A) allows an administratively revoked LLC to apply "within two years after the effective date of revocation".
The application must recite the LLC's name and the effective date of revocation, state that the ground or grounds either did not exist or have been eliminated, and state that the name still satisfies section 53-19-3.
Reinstatement is retroactive under section 53-19-66.2(C), relating back to the effective date of the revocation, so the LLC's history closes up rather than carrying a hole.
The statute sets no reinstatement fee and names no form. We are not going to publish a dollar figure we cannot source to the statute or an official schedule; check the Secretary of State's portal when you file.
The Act does not say that it does, and the retroactive reinstatement rule cuts against the idea.
Section 53-19-66.2(C) provides that reinstatement "relates back to and takes effect as of the effective date of the administrative revocation", which is how the Act closes the gap rather than leaving a period during which the entity is treated as never having existed.
What genuinely threatens an LLC's liability shield in any state is the ordinary judicial doctrine: commingling personal and business funds, ignoring the entity's separateness, or using it as an alter ego. No filing prevents that, and no missed filing causes it.
If your LLC has been revoked and you are outside the two-year window, that is worth taking to a New Mexico attorney rather than treating as a filing problem.
With the Secretary of State, one thing: a registered office and registered agent under section 53-19-5(A), filed on again only when either changes, at $20.
Everything else recurring is tax. Taxation and Revenue requires anyone engaging in business in New Mexico to register before doing so, which issues a Business Tax Identification Number used for gross receipts tax, wage withholding and compensating tax. Your filing frequency is assigned by the department rather than fixed by statute.
The $50 corporate franchise tax under section 7-2A-5.1 generally does not reach an LLC. 3.15.100.8(A) NMAC provides that an LLC not required to file a federal return as a corporation is not subject to it, while 3.15.100.8(B) makes one that is required to file as a corporation subject to it.
If your business is in a licensed occupation, that license renews with its own board on its own schedule.
Sources
Each entry below is a document recorded in our verified New Mexico 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.
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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.
