Annual report filing for a Florida corporation
Florida corporations file an Annual Report with the Department of State (Sunbiz) under Fla. Stat. § 607.1622 by May 1 each year. The fee is $150, and missing the deadline by even one day triggers a $400 late fee, the highest of any US state.
| Fla. Stat. § 607.1622 | Annual report required |
|---|---|
| Filing authority | Florida Department of State, Division of Corporations (Sunbiz) |
| Form | Annual Report, online at sunbiz.org |
| Deadline | May 1 each year |
| Filing fee | $150 |
| Late consequences | $400 late fee after May 1; administrative dissolution in September |
| Reinstatement | Fla. Stat. § 607.1422 anytime |
- Filed with the Florida Department of State, Division of Corporations (Sunbiz)
- Fee $150 if filed by May 1; $400 late fee added immediately after
- Due May 1 every year, regardless of fiscal year end or anniversary
- Confirms registered agent, principal office, directors, and officers
- Failure to file by mid-September results in administrative dissolution
What Fla. Stat. § 607.1622 requires
Section 607.1622 of the Florida Business Corporation Act requires every Florida corporation to file an annual report with the Department of State by May 1 each year. The report confirms the corporation's registered agent, principal office, mailing address, and the names and addresses of all directors and officers. The current filing fee is $150, paid online through sunbiz.org.
The May 1 deadline and the $400 late fee
Florida is unusual in imposing a fixed-day deadline (May 1) for all corporations, regardless of fiscal year or anniversary, combined with a substantial late fee. If the annual report is not filed by May 1, a $400 late fee is added immediately. This is the highest late fee imposed by any US state for routine corporate annual filings. The fee does not escalate further over time, but it cannot be waived absent extraordinary circumstances.
Administrative dissolution in September
If the annual report remains unfiled by mid-September (typically the third or fourth Friday), Florida administratively dissolves the corporation under Fla. Stat. § 607.1421. Once dissolved, the corporation cannot conduct new business, though it can wind up. Reinstatement under § 607.1422 is available without a time limit, but requires filing all missing annual reports plus the $400 late fees for each, plus a $600 reinstatement fee, which makes reinstatement an expensive proposition.
What's distinctive about Florida
Florida's combination of a fixed-day deadline, high late fee, and high reinstatement cost makes calendar discipline particularly important. For corporations registered in multiple states with anniversary-based deadlines, the Florida May 1 deadline should be the controlling early-warning date. Florida also requires director address disclosure (unlike Delaware), which limits the use of nominee director arrangements for privacy. For corporations with operations in Florida and incorporation in Delaware, the Florida foreign-qualification filing has its own annual obligations on the same May 1 timeline.
Octelligence tracks the annual return deadline alongside every other corporate obligation, prompts ahead of the due date, and stores the filed return in the minute book so the corporate registry record matches the internal record.
See Digital Corporate RecordsFilings calendar, jurisdiction-aware deadlines, and a record of every return filed in the corporate records.