Vermont LLC Annual Report Late Fee: Penalties, Deadlines & How to Fix It (2026)
Vermont LLCs must file annual reports during their anniversary month for $35. Missing the deadline triggers penalties and can lead to administrative dissolution. Here's what you need to know about late fees and how to get back in good standing.
Vermont LLC annual reports are due Anniversary month — missing the deadline adds a $25 late fee plus potential administrative dissolution late fee with a None — penalties apply immediately after the anniversary month deadline grace period. See details below.
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.
Ready to file your annual report?
Go directly to the Vermont Secretary of State portal.
$25 late fee plus potential administrative dissolution
⏱
grace period
None — penalties apply immediately after the anniversary month deadline
🚨
dissolution timeline
Administrative dissolution occurs approximately 60-90 days after the anniversary month deadline for non-filing
What Happens If You Miss the Deadline
Stage 1
Immediately after anniversary month deadline
Vermont Secretary of State begins the dissolution process and your LLC is no longer in good standing
✓ Fix:Yes — file the overdue annual report with the $35 fee plus $25 late penalty
Stage 2
30-60 days after deadline
Notice of pending administrative dissolution is sent to the LLC's registered agent and principal office
✓ Fix:Yes — file the overdue annual report with fees and penalties before the dissolution becomes final
Stage 3
60-90 days after deadline
Administrative dissolution becomes final, LLC loses good standing status and liability protection may be compromised
✓ Fix:Yes, but requires formal reinstatement process with additional fees and filings with Vermont Secretary of State
How to Fix It: Step-by-Step
1
File the Overdue Annual Report
Submit your Vermont LLC annual report through the Secretary of State's online portal at sos.vermont.gov or by mail with the required $35 filing fee.
2
Pay the Late Penalty
Include the $25 late fee along with your annual report filing fee. Total cost will be $60 ($35 + $25) for late filing.
3
Request Reinstatement if Dissolved
If your LLC has been administratively dissolved, file a formal reinstatement application with Vermont Secretary of State, including all overdue annual reports and applicable fees.
4
Obtain Certificate of Good Standing
After filing and payment, request an updated Certificate of Good Standing from Vermont Secretary of State to verify your LLC's compliant status.
🚨 Reinstatement After Dissolution
Reinstatement Possible?
Yes
How Long Allowed
Reinstatement is typically allowed for up to 2 years after administrative dissolution in Vermont
Reinstatement Fee
Contact Vermont Secretary of State for current reinstatement fee in addition to overdue annual report fees
What You Lose During Dissolution
During dissolution, your LLC loses good standing status, liability protection may be compromised, and you cannot conduct business legally in Vermont
Frequently Asked Questions
Vermont charges a $25 late fee in addition to the standard $35 annual report fee, making the total cost $60 when filed late. This penalty applies if you submit your annual report to the Vermont Secretary of State's Division of Administrative Services after the deadline, which falls on the 15th day of the third month following your LLC's fiscal year-end. The practical implication is significant: failing to file on time not only doubles your effective filing cost but also risks your LLC's good standing status, which could jeopardize your liability protection and ability to conduct business legally. Additionally, Vermont may assess administrative penalties or dissolution proceedings if the report remains delinquent for extended periods. To resolve this, file Form LLC-5 (the annual report form) immediately through the Secretary of State's website or by mail, and include payment for both the standard fee and the $25 late penalty. Contact the Division of Administrative Services at (802) 828-2386 to confirm your specific filing deadline based on your formation date.
Yes, Vermont allows LLC reinstatement, but you must act within two years of administrative dissolution by the Vermont Secretary of State's Business Services Division. To reinstate, file Form LLC-1R (Application for Reinstatement of Limited Liability Company) with the Secretary of State, along with all overdue annual reports and a $125 reinstatement fee. You'll also owe the $15 annual report fee for each year missed, plus a $25 late penalty per overdue report. For example, if your LLC dissolved two years ago with two missed reports, you'd pay $125 (reinstatement) + $30 (two annual reports) + $50 (two late penalties) = $205 total. Without reinstatement, your LLC cannot legally conduct business, sign contracts, or maintain liability protection. Submit your completed Form LLC-1R and payment to the Secretary of State at Secretary.State@vermont.gov or by mail to the Montpelier office to restore your business status immediately.
Yes, filing your Vermont LLC annual report late directly threatens your liability protection. Once the Vermont Secretary of State administratively dissolves your LLC for non-filing—which occurs 60 days after the June 15 deadline—you lose the legal shield separating your personal assets from business debts and lawsuits. During dissolution, creditors can pursue your personal bank accounts and property to satisfy business obligations.
Reinstatement requires filing Form LLC-1 (Application for Reinstatement) with a $125 reinstatement fee plus the $25 annual report fee, both due to the Vermont Secretary of State's Corporations Division. However, liability protection gaps created during the dissolution period may remain vulnerable if claims arose while your LLC was dissolved.
The practical consequence: you're personally liable for any contracts signed, accidents occurring, or debts incurred while administratively dissolved, even after reinstatement.
Contact the Vermont Secretary of State immediately at (802) 828-2386 to confirm your LLC's current status and file your overdue annual report or reinstatement application without further delay.
You can verify your Vermont LLC's good standing status through the Vermont Secretary of State's online business search tool at sos.vermont.gov by entering your LLC's name or identification number. For a formal record, you can request an official Certificate of Good Standing directly from the Vermont Secretary of State's Business Services Division, which costs $20 and takes 5–7 business days to process. This certificate proves your LLC is current on all filing requirements, including annual reports due by April 15th each year, and confirms you have no outstanding late fees or compliance violations. Checking your status regularly prevents inadvertent administrative dissolution, which removes your liability protection and complicates future business transactions. Visit sos.vermont.gov/business-licensing-center and click "Business Records Search" today to confirm your LLC's standing.
No, Vermont's $25 late fee is a statutory penalty that cannot be waived or negotiated. The Vermont Secretary of State's Business Services Division enforces this fixed penalty under 6 V.S.A. § 4453, and it applies regardless of circumstances. You must pay the full $25 late fee along with your annual report filing fee ($125 for most LLCs) to restore your company to good standing. The Secretary of State will not consider requests for fee reduction or waiver—the penalty is automatic upon filing after the March 15 deadline. However, the practical benefit is that paying immediately stops further penalties and administrative dissolution proceedings, protecting your liability protection and business reputation. To resolve this, submit Form LLC-1 (Annual Report) with both fees to the Vermont Secretary of State's office within 30 days to avoid dissolution notices.
