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Nearly every state's reinstatement bill works the same way: the longer you were gone, the more you pay, because you owe a fee for each missed report. Maine wrote the opposite rule. 31 M.R.S. § 1680(17) sets the reinstatement fee for failure to file an annual report at "a fee of $150, to a maximum fee of $600, regardless of the number of delinquent reports or the period of delinquency." Six years of neglect and two years of neglect cost the same on that line. That is a genuinely rare piece of drafting, and it changes the arithmetic of a Maine lapse.
The second Maine oddity is at the other end of the life cycle. Most states have no mechanism for an LLC that has stopped operating but isn't ready to dissolve — you either keep paying the annual fee forever or you let the state kill it. § 1665(5) gives Maine owners a third door: a Certificate of Excuse.
| Item | Maine LLC |
|---|---|
| What's due | Annual Report to the Secretary of State — company name, registered-agent information required by Title 5 § 105(1), the address of the principal office, a brief statement of the character of the business actually engaged in in Maine, and the name and address of at least one member, manager or other authorized person (§ 1665(1)) |
| When | Between January 1 and June 1 each year (§ 1665(3)) — a five-month window, not a single date. First report is due in the window of the year after the year of formation or foreign qualification |
| Information currency | Must be current as of the date the report is delivered (§ 1665(2)) — not as of January 1. Contrast New Hampshire next door, which freezes the data at January 1 |
| Fee | $85 domestic / $150 foreign (§ 1680(6)). An amended annual report costs the same again (§ 1680(9)) |
| Late penalty | $50 flat (§ 1680(10)) — payable on top of the $85, and only available as a cure "as long as the report is received by the Secretary of State prior to revocation or administrative dissolution" (§ 1667(1)) |
| Miss it | § 1667(1) says the Secretary of State shall administratively dissolve a domestic LLC (and revoke a foreign LLC's authority), using the § 1592 procedure: written notice, then dissolution if the ground isn't corrected within 60 days (§ 1592(2)). Service is perfected 5 days after mailing (§ 1592(8)) |
| Name protection | 3 years following administrative dissolution (§ 1592(6)) |
| Reinstatement | Within 6 years of the effective date of dissolution (§ 1593(1)), and it "relates back to and takes effect as of the effective date of the administrative dissolution" (§ 1593(3)) |
| The hard stop | At 6 years the Secretary of State cancels the certificate of formation outright, effective on the sixth anniversary (§ 1593(4)) |
| Reinstatement cost | $150 per ground — but the annual-report ground is capped at $600 total, regardless of how many reports or years (§ 1680(17)). Separate $150 charges apply for the unpaid late penalty, a missing registered agent, and false information |
A five-month window is a five-month opportunity to forget. EntityMinder tracks each entity's real due date — window, anniversary or fixed — and reminds you before the window closes, in every state you file in.
Get deadline reminders →If your Maine LLC has genuinely stopped transacting business, § 1665(5) is worth reading in full. On application and "satisfactory proof that it has ceased to transact business and that it is not indebted to this State for failure to file an annual report and to pay any fees or penalties accrued," the Secretary of State files a certificate of that fact — after which the LLC "is excused from filing annual reports with the office of the Secretary of State, as long as the limited liability company in fact transacts no business."
The economics are straightforward. The excuse application costs $40 (§ 1680(7)). The annual report you stop filing costs $85 a year. The certificate also keeps your name in the Secretary of State's records, "protected for a period of 5 years following excuse" — longer than the three years a dissolved company gets. And when you want to come back, § 1665(6) lets you file a certificate of resumption for $100 (§ 1680(8)) and pick up filing again at the next deadline.
Two conditions do the work here, and both are easy to fail. First, you must be current — the statute requires proof you are "not indebted to this State" for unfiled reports or accrued fees, so the excuse is a tool for a company that shuts down cleanly, not a rescue for one already behind. Second, the excuse lasts only "as long as the limited liability company in fact transacts no business." An excused LLC that quietly signs one contract or collects one payment is, on the statute's own terms, outside the excuse. If there is any chance the entity will trade again, the honest comparison is $40 + $100 to leave and return once, versus $85 a year to stay current — which is roughly a break-even at eighteen months of dormancy, before you count the risk of getting the "no business" condition wrong.
Maine gives you six years to reinstate (§ 1593(1)) but protects your name for only three (§ 1592(6)). Between year three and year six, the right to come back is still alive while the thing you want to come back as is available to anyone who files for it. Reinstatement under § 1593(1)(C) requires stating that the company's name satisfies § 1508 — the distinguishability rule — so if somebody took it, the return happens under a different name.
This is the same structural trap Alaska sets at six months against a two-year reinstatement right, and that Vermont sets at five years against an open-ended one. Maine's version is the widest gap of the three in absolute terms — three full years where the clock you're watching and the clock that matters are different clocks.
Year six is the real end. Under § 1593(4), if the company hasn't reinstated within six years, "the Secretary of State shall cancel the certificate of formation," effective on the sixth anniversary of dissolution. There is no equivalent of New Hampshire's late-reinstatement escape hatch in the Maine LLC act.
§ 1592 is unusually explicit about the limits of the damage, and it is worth knowing before you panic:
There is also a relief valve most states don't have. Under § 1667(3), a company is excused from the late penalty and "any other penalty for failure to file timely the report" if it establishes to the Secretary of State's satisfaction that the failure "was the result of excusable neglect" and furnishes a copy of the report within 30 days after learning the state never received the original. That is a statutory second chance aimed squarely at the report that was genuinely sent and genuinely lost — not at the one nobody remembered to file.
If you've already missed one here or elsewhere, the general late-fee → good-standing → dissolution → reinstatement sequence is mapped in what happens if you miss an LLC annual report. Maine charges a report fee rather than a franchise tax — the difference, and why it matters for which agency chases you, is in franchise tax vs. annual report. Every state's due date and fee is in the 50-state deadline lookup.