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Florida business filings, one date and one hard penalty

May 1, a flat $400 if you miss it, and dissolution in September.

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The Florida annual report is due May 1. An LLC pays $138.75 and a profit corporation pays $150. Late is a flat $400 with no revenue test and no practical waiver. An entity still unfiled after the third Friday in September is administratively dissolved that month.

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What we take on

May 1, and the window opens January 1

The filing window runs from January 1 to 11:59pm on May 1. There is no extension, and the date does not move with your formation month. Everybody in Florida shares the same deadline.

$138.75 for an LLC, $150 for a corporation

Those are the on time amounts. They are the same whether the company had a record year or did nothing at all, because this is a registration filing rather than a tax return.

The late fee is $400, flat

It applies to profit corporations, LLCs, limited partnerships and limited liability limited partnerships filed after May 1. Nonprofits are exempt from it. In practice it is not waived, so a $138.75 filing becomes $538.75 on May 2.

September is when it stops being a fee

An entity that has not filed by the third Friday in September is administratively dissolved or revoked at the close of business on the fourth Friday of September. Coming back means a reinstatement application and all the back fees.

Corporations file F-1120 even with no tax

Florida corporate income tax runs at 5.5 percent with an exemption of up to $50,000 of Florida net income. The instruction is explicit: you must file a return even if no tax is due.

Most LLCs skip F-1120

An LLC treated as a partnership or a disregarded entity for federal purposes generally does not file the corporate return. An LLC that elected corporate treatment does. The federal election decides it, not the state.

What usually goes wrong

Florida is the simplest of the big states and the most punishing. One date, one filing, and a penalty that is more than twice the fee. Nothing about the amount scales with how small the company is.

The most common miss is a first year company. It formed in August, filed nothing that year because nothing was due yet, and then did not realize that May 1 of the following year applied to it in full.

The second is the reminder address. Florida emails the registered agent contact on file. If that address belongs to a former bookkeeper or a lapsed agent service, the notice goes somewhere nobody reads.

The third is the September cliff. People treat the $400 as the worst case and plan to sort it out later in the year. Later in the year the entity is dissolved, and a dissolved entity cannot open a bank account or sign a lease.

A late filing with no tax due still carries $50 a month up to $300 on the corporate return side, which is a separate matter from the annual report entirely. Checked against the official state pages in September 2026.

Questions we get

Can the $400 late fee be waived?

In practice, no. It is a flat statutory amount applied to profit corporations, LLCs and limited partnerships filed after May 1.

Nonprofit corporations are the only entities exempt from it.

What happens if we never file?

An entity not filed by the third Friday in September is administratively dissolved or revoked at the close of business on the fourth Friday of September.

Reinstatement is a separate application plus all outstanding fees, and the name is not guaranteed to still be free.

Does a Florida LLC file a state income tax return?

Generally not, if it is treated as a partnership or a disregarded entity for federal purposes. An LLC that elected corporate treatment files Form F-1120.

The federal classification drives the answer.

We had no revenue. Do we still file the annual report?

Yes. It is a status filing with no revenue test, and the fee and the late penalty are the same either way.

A dormant Florida entity is one of the easiest ways to accidentally spend $400.

When does the filing window open?

January 1. Filing in January costs the same as filing on April 30 and removes the single most avoidable penalty in Florida.

There is no benefit to waiting.

Do you file it for us?

We run the calendar, keep the books current, and make sure the registered agent details on file are somewhere you actually read.

The filing itself takes minutes once somebody knows it is coming.

For the anniversary month version, Illinois business filings, and for gross receipts, Washington business filings.

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Who does the work

Shaheer leads the work, with engineers, writers, filers and analysts behind him. C-suite operations for a San Francisco AI company, Six Sigma on the process side, Anthropic certified on the Model Context Protocol, ten years across eight industries. See what we have built

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