Annual report requirements in Maryland (MGCL)
Maryland corporations file an Annual Report and Personal Property Tax Return with the State Department of Assessments and Taxation (SDAT) under Md. Code, Tax-Property § 11-101 by April 15 each year. The combined filing fee starts at $300, the highest among US states for routine annual filings.
| Md. Code, Corps. & Ass'ns § 3-302 | Annual report required |
|---|---|
| Filing authority | State Department of Assessments and Taxation (SDAT) |
| Form | Annual Report + Personal Property Return (Form 1) |
| Deadline | April 15 each year |
| Filing fee | $300 minimum (annual report) |
| Late consequences | Forfeiture of charter under Md. Code, Corps. & Ass'ns § 3-503 |
| Reinstatement | Md. Code, Corps. & Ass'ns § 3-507 (no time limit) |
- Filed with the State Department of Assessments and Taxation (SDAT), not the Secretary of State
- Fee $300 minimum (annual report) plus personal property tax owed (separate calculation)
- Due April 15 each year, combined with the personal property return
- Confirms registered agent, principal office, directors, officers, and corporate-owned property
- Late filing triggers forfeiture of corporate charter under § 3-503
What Md. Code, Corps. & Ass'ns § 3-302 requires
Section 3-302 of the Maryland Corporations and Associations Code requires every Maryland corporation to file an annual report with the State Department of Assessments and Taxation (SDAT) by April 15 each year. Maryland combines the annual report with the Personal Property Tax Return (Form 1), which calculates tax on tangible property owned by the corporation. The base annual report fee is $300, plus any personal property tax owed.
SDAT instead of the Secretary of State
Maryland is one of few US states where corporate annual filings are administered by a tax-focused agency (SDAT) rather than the Secretary of State. SDAT handles corporate franchise, annual reports, and personal property tax in an integrated framework. This means corporate counsel and tax counsel often coordinate Maryland filings more closely than in states where the Secretary of State and Department of Revenue are separate.
Forfeiture of charter
If the annual report and personal property return are not filed, SDAT forfeits the corporation's charter under Md. Code, Corps. & Ass'ns § 3-503. Forfeiture is more severe than administrative dissolution in most other states: the corporation loses its capacity to do business in Maryland and cannot maintain or defend lawsuits in Maryland courts. Reinstatement under § 3-507 has no time limit but requires filing all delinquent reports, paying all delinquent personal property taxes, and curing all defaults.
What's distinctive about Maryland
Maryland's $300 minimum annual report fee is the highest in the US, which makes Maryland the most expensive state for routine corporate maintenance for corporations without substantial personal property. The combined annual-report-and-personal-property regime is procedurally distinct from most states. Maryland is occasionally used as a holding-company jurisdiction (Constellation Brands and many REITs incorporated in Maryland) due to its corporate law features, but for closely-held private corporations the high annual cost is a significant ongoing expense.
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