Michigan LLC annual statement: $25, due February 15 — and no late fee, which is exactly the trap

Last reviewed July 29, 2026 · LARA + Michigan Compiled Laws sources linked below

Michigan makes its LLC filing cheap and its due date easy to remember: every LLC files a $25 Annual Statement with LARA's Corporations Division by February 15. What Michigan does not do for a standard LLC is charge a late fee — and that's the trap. Nothing bills you, nothing escalates, and the state's own consequence arrives silently: after two years of unfiled statements the company is no longer in good standing and its name becomes available for any other corporation, limited partnership, or LLC to take.

The one-line version: File the $25 Annual Statement with LARA by February 15 each year (online filing opens October 15; LLCs formed after September 30 skip the immediately following February 15). Standard LLCs face no flat late fee — but two unfiled years means loss of good standing and a name anyone can claim. PLLCs file more ($75 total) and do face a $50 late penalty.

The obligation at a glance

Item	Rule
Who files	Every Michigan LLC (domestic and foreign/qualified). Limited partnerships and LLPs do not file annuals in Michigan
When	February 15 each year after organization/qualification — a fixed date, same for everyone. Online filing for the cycle begins October 15
First-year skip	An LLC formed/qualified after September 30 does not file on the February 15 immediately following its formation
Fee	$25 for an LLC · $75 for a PLLC (which files an Annual Statement and a professional Annual Report)
Where	LARA Corporations Division — online via the MiBusiness Registry Portal (MiBRP), or the pre-printed form LARA mails to the registered office ~90 days before the due date
Late fee	Standard LLC: none. PLLC annual report: $50 penalty if received after February 15

The no-late-fee trap: two years of silence, then your name is up for grabs

In states like Florida ($400 flat late fee) or Nevada ($175 in stacked penalties), a missed report costs money immediately — painful, but at least loud. Michigan's standard LLC has no such alarm. Miss February 15 and, for a while, nothing visible happens. LARA's own guidance states the consequence plainly: failure to file the annual statement will result in the company no longer being in good standing after two years, and the name becomes available to any other entity on file.

Not in good standing means no certificate of good standing — the document lenders, title companies, and out-of-state registrations routinely demand at the worst possible moment.
Name availability is the uniquely Michigan sting: a brand you've operated under for years can be claimed by a stranger's new filing once you slide out of good standing.
Getting back means filing the statements you skipped (with their fees) plus a restoration filing — always more paperwork and more money than the $25 you deferred. For PLLCs the restoration path (certificate of restoration of good standing, all missed reports, the $50 penalty) is spelled out in MCL 450.4909(4)–(5).

Formed after September 30? Your first February 15 doesn't count

Michigan gives late-year formations a breather: an LLC formed after September 30 is not required to file an annual statement on the February 15 immediately succeeding its formation. An LLC formed in November 2026 files its first statement by February 15, 2028 — but one formed in September 2026 files by February 15, 2027. This rule confuses owners in both directions: early-year formations sometimes wrongly assume they get a skip year, and October–December formations sometimes pay a filing service to file a statement that isn't due.

The PLLC asymmetry

Professional limited liability companies (law, medicine, accounting, and other licensed professions) carry a heavier load: a PLLC files both the $25 Annual Statement and a separate professional Annual Report certifying member/manager licensure — $75 total, same February 15 date. And unlike the standard LLC statement, the PLLC report does carry a $50 late penalty the moment it's received after February 15 (MCL 450.4909(2)). If you run a PLLC on "Michigan has no late fees" folklore, you're running on the wrong entity's rules.

Practical notes

It's not a tax filing. LARA says so explicitly. Your CPA filing your Michigan taxes has not necessarily filed your annual statement — confirm who owns it.
The reminder goes to your registered office. LARA mails a pre-printed form ~90 days before the due date (mid-November). If your registered office address is stale, the state's only nudge goes to a dead mailbox.
File early. Online filing for the cycle opens October 15 — there's no reason to ride the February crunch.

No late fee means no alarm bell. EntityMinder puts Michigan's February 15 on one calendar with every other state you hold an entity in — and keeps nudging before the silent two-year slide, not after your name is already available.

Try EntityMinder free →

Related guides

Look up any state's LLC deadline — the 50-state annual-report + franchise-tax lookup.
North Carolina LLC deadlines — the other fixed-date state with no flat late fee, where the real cost is a 60-day dissolution clock.
Ohio LLC requirements — the neighboring no-annual-report state (with its own trade-name expiry trap).
Missed your LLC annual report? — what loss of good standing and restoration actually involve.

Official sources

LARA — Annual Reports and Annual Statements (Michigan Business Roadmap) (the February 15 due date, October 15 online-filing open, $25 LLC / $75 PLLC fees, $50 PLLC penalty, "not the same thing as filing your taxes")
LARA — LLC Annual Filings (the pre-printed form mailed 90 days ahead, the after-September-30 first-year skip, and the two-year good-standing / name-availability consequence)
MCL 450.4909 — PLLC annual report; filing fee; penalty for late filing (the $50 penalty, the September 30 rule, and the not-in-good-standing + restoration mechanics)
MiBusiness Registry Portal (MiBRP) — where annual statements are filed online