North Dakota LLC Annual Report Late Fee: Complete 2026 Guide
Missing your North Dakota LLC annual report deadline can trigger penalties and jeopardize your business standing. Learn the exact fees, consequences, and steps to get back in good standing.
North Dakota LLC annual reports are due November 15. Missing the deadline adds a $50 late fee under NDCC 10-32.1-92(25)(a)(1) for an annual report filed after November 15, making a late report $100 total late fee with a None, late penalties apply immediately after November 15 deadline grace period. See details below.
How to cure a late North Dakota annual report, and what the state charges for missing it. Source: North Dakota Secretary of State.
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Go directly to the North Dakota Secretary of State portal.
$50 late fee under NDCC 10-32.1-92(25)(a)(1) for an annual report filed after November 15, making a late report $100 total
⏱
grace period
None, late penalties apply immediately after November 15 deadline
🚨
dissolution timeline
Under NDCC 10-32.1-90(1)(b) an LLC that has not filed its report and fees within six months after the November 16 deadline ceases to exist automatically
What Happens If You Miss the Deadline
Stage 1
After the November 15 deadline
NDCC 10-32.1-92(25)(a)(1) adds a $50 late fee to the $50 annual report fee, making a late report $100, double the on-time cost.
✓ Fix:Yes. File the overdue annual report and pay $100.
Stage 2
Six months after the November 16 deadline
Under NDCC 10-32.1-90(1)(b) the LLC "ceases to exist and is considered involuntarily terminated by operation of law," roughly mid-May of the following year, and the Secretary of State's decision is final.
✓ Fix:Yes. The reinstatement fee is $135.
How to Fix It: Step-by-Step
1
File the Overdue Annual Report
Complete and submit your North Dakota LLC Annual Report through the Secretary of State website at https://sos.nd.gov or by mail. Include all required business information updates.
2
Pay All Required Fees
Submit payment for the $50 annual report fee plus the $50 late penalty ($100 total). Additional reinstatement fees may apply if your LLC has been administratively dissolved.
3
Request Reinstatement (If Dissolved)
If your LLC has been administratively dissolved, file a separate reinstatement application with the North Dakota Secretary of State and pay any additional reinstatement fees.
4
Verify Good Standing Status
Request a Certificate of Good Standing from the North Dakota Secretary of State to confirm your LLC has been restored to active status and all compliance issues are resolved.
🚨 Reinstatement After Dissolution
Reinstatement Possible?
Yes
How Long Allowed
The filing office has not published a reinstatement deadline that we have been able to verify; confirm your entity's status with it before applying.
Reinstatement Fee
$135
What You Lose During Dissolution
Good standing, and with it the certificate of good standing that banks, lenders and licensing bodies ask for. The LLC continues to exist for winding up, so this does not by itself void the liability shield, but the company cannot carry on ordinary business and its name protection is at risk until it is reinstated.
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
North Dakota charges a $50 late fee on top of the standard $50 annual report filing fee, totaling $100 if you file after the November 15 deadline. The penalty is set by NDCC 10-32.1-92(25)(a)(1) and is collected with the annual report by the North Dakota Secretary of State's Business Services Division.
The practical consequence is significant: filing late doubles the cost of the report. Additionally, your LLC remains out of good standing during the gap period, which can affect your legal liability protection. Under NDCC 10-32.1-90(1)(b), an LLC that has not filed its report and fees within six months after the November 16 deadline ceases to exist and is considered involuntarily terminated by operation of law.
To resolve this immediately, file the overdue annual report with the $100 total through the North Dakota Secretary of State's online filing system at sos.nd.gov/business. Include a brief explanation of the delay if applicable, while not required, it may prevent further penalties or dissolution proceedings.
First-year filers: NDCC 10-32.1-89(3) puts the first annual report before November 16 of the year following the calendar year of the effective date, so an LLC formed in 2026 files by November 15, 2027.
Yes, North Dakota allows reinstatement after involuntary termination. Under NDCC 10-32.1-90(1)(b) an LLC that fails to file its annual report together with the fees within six months after the November 16 deadline ceases to exist and is considered involuntarily terminated. To restore your LLC's legal status, you must file all overdue annual reports with the North Dakota Secretary of State and pay the $50 annual report fee for each missed year plus the $50 late fee that NDCC 10-32.1-92(25)(a)(1) adds to a report filed after November 15, making each late report $100. Once the LLC has been terminated the reinstatement fee is $135. This action retroactively revives your LLC's authority to conduct business and restores liability protection, critical if you've incurred debts or faced lawsuits during dissolution. Confirm your termination date with the Secretary of State before filing, because the reinstatement route depends on it. Contact the North Dakota Secretary of State's Business Services Division at (701) 328-4284 or visit sos.nd.gov to request all required forms and verify your current dissolution status before filing.
Yes, filing your North Dakota LLC annual report late directly jeopardizes your liability protection. If the North Dakota Secretary of State terminates your LLC for failing to file the annual report by the November 15 deadline, you lose limited liability protection immediately. This means you become personally liable for company debts and lawsuits during the dissolution period. The Secretary of State charges a $50 late filing fee if the report is submitted after the November 15 deadline, and under NDCC 10-32.1-90(1)(b) an LLC that has not filed its report and fees within six months after the November 16 deadline ceases to exist. Once dissolved, creditors can pursue your personal assets. To restore protection, you must file the overdue annual report with reinstatement fees to the North Dakota Secretary of State. Contact the Secretary of State's office at (701) 328-4284 immediately to determine your current status and file any outstanding reports today.
You can verify your North Dakota LLC's current good standing status through the North Dakota Secretary of State's online business search tool at https://sos.nd.gov/business-services/business-search. This free search provides real-time information about your LLC's filing status, including whether any annual reports are overdue or penalties are outstanding.
For official documentation, required by banks, lenders, or business partners. Request a Certificate of Good Standing directly from the Secretary of State's office. This certificate costs $20 and confirms your LLC is current on all filings and fees. You can request it online through the same sos.nd.gov portal or mail a written request to the North Dakota Secretary of State, 600 Boulevard Avenue East, Bismarck, ND 58505.
Checking your status matters because late annual reports trigger late fees starting at $50, plus potential administrative dissolution. Request your certificate immediately if you're applying for loans or commercial accounts to ensure no filing issues delay your approval.
No, the $50 late fee for your North Dakota LLC annual report is statutory and can't be negotiated or waived under North Dakota law. The Secretary of State's office enforces this fee uniformly across all delinquent filers. You must pay the full $50 late fee in addition to the standard $50 annual report fee, so a late report costs $100 rather than $50. The practical implication is that filing late doubles the cost of the report, making prompt submission financially advantageous. Additionally, your LLC remains administratively dissolved until both fees are received and processed, during which time you can't legally conduct business in North Dakota. To resolve this, submit your overdue annual report with both fees immediately to the Secretary of State's Business Services Division.
Sources
Each entry below is a document recorded in our verified North Dakota 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.
