New York LLC Annual Report: Due Date, Fee and Late Penalty

New York LLC biennial statement rules at a glance

State fees verified October 2026 and set by the state, not by us. Deadlines, penalties and dissolution rules are New York's, read from its statutes and the pages of the New York Department of State; the statutes are cited in the text.

How New York's biennial statement works

New York's filing is the Biennial Statement, filed with the Department of State every two years during the calendar month in which the articles of organization were filed. The Department refuses the statement before that month, so there is no filing early; the window is the month itself and anything after it is past due. The first statement is due two years after the formation year.

The state fee is $9, the lowest recurring fee of any state. The statement confirms only the address to which the Secretary of State should mail process and, if the LLC has one, the registered agent; New York does not collect member or manager names on it. It is filed online against the LLC's DOS ID number, no account required.

There is no late fee, and New York does not dissolve an LLC for a missed statement. The LLC's record simply shows past due until the statement is filed, which can block a certificate under seal or a good-standing letter when a bank or buyer asks.

Who files it and what the form asks

Every New York LLC on the state's active record owes the biennial statement for each report year, whether or not it did any business; an LLC that has stopped trading still owes it until it files articles of dissolution. A member, manager or someone they authorize signs it, and in practice the owner, the registered agent or the company's accountant files it.

The form confirms what the state already holds: the principal office and mailing address, the registered agent and registered office, and the people who run the LLC, with the New York-specific fields described above. What matters is that anything that changed during the year is corrected here, because the state sends its notices, including the next year's reminder, to the addresses on the report.

Changing the registered agent is best treated as a separate filing in New York: the biennial statement confirms the agent on record, and the state's statement of change names the new one. Owners who switch agents usually file the change first so the report shows the right agent. We can make the switch for you, and the New York registered agent rules cover who may serve. Every state's change form and fee is in how to change a registered agent.

When the New York biennial statement is due

New York keys the deadline to the LLC's own formation date: the biennial statement is due on the last day of the anniversary month, every second year (counted from the formation year). Two LLCs formed in different months have different deadlines, which is why the state cannot put one date on a poster and why an owner who formed late in the year sometimes assumes the report is a January task when it is not. The formation date is on the articles the state returned and on its business search. The state starts accepting the report the first day of the anniversary month.

There is no grace period: the day after the due date the report is late. New York keeps accepting that year's report through December 31 of the report year; after that the consequences below take over.

Your first biennial statement

The first biennial statement is due on the last day of the anniversary month two years after formation, then every second year: formed in June 2026, the first one is due in June 2028.

The state fee and the late penalty

The state fee is $9, paid once every two years, so $4.50 a year in effect. It is set by New York and published on the state's own schedule; anyone who files for you pays the same amount to the state, and the state fee is shown separately wherever the filing is sold.

New York charges no late fee. That does not make the deadline soft: the state's response to a missed report is the status change and dissolution process described next, not a fee, and a reinstatement costs more than the report ever did.

If you missed the New York biennial statement

Nothing is dissolved and nothing needs reinstating: the past-due biennial statement is filed online for the $9 state fee and the status clears. The Department of State does not say whether every earlier missed period must be filed as well, so an LLC several periods behind should expect to file the current one at least. The separate publication requirement for new LLCs is a one-time step and is not affected.

The ladder is the same everywhere: a late fee where the state has one, then loss of good standing (which blocks a certificate of good standing and the loans, contracts and registrations that need one), then administrative dissolution or revocation, then reinstatement. Our guide to reinstating a dissolved LLC walks through the steps and the state fees in every state, and we file reinstatements. Until the LLC is dissolved, the cheapest fix is almost always to file the report now.

Before you file the New York biennial statement

The filing itself takes minutes once the details are to hand; most of the time lost on a biennial statement is spent hunting for them. Have ready:

• The LLC's New York file or entity number, as it appears on the articles or on the New York Department of State business search; no account is needed on the state's portal.
• The registered agent's current name and New York street address; if the agent has changed, file the change first.
• The principal office and mailing address as they should read for the coming year.
• The names and addresses the New York form asks for (above), spelled as the state has them.
• A card for the $9 state fee.
• The signer's name and capacity: member, manager or authorized person.

Save the state's confirmation when it arrives. It is the proof of filing a bank, a lender or a buyer will ask for, and the date on it is the date the state goes by.

How New York compares with its neighbors

New York's biennial statement is due the last day of the anniversary month, with a state fee of $9. Next door:

• Vermont: an annual report due the last day of the third month after the fiscal year end (March 31 for a calendar year) ($45 state fee, no late fee).
• Massachusetts: an annual report due the anniversary date of formation ($520 state fee, no late fee).
• Connecticut: an annual report due March 31 ($80 state fee, no late fee).
• New Jersey: an annual report due the last day of the anniversary month ($75 state fee, no late fee).
• Pennsylvania: an annual report due September 30 ($7 state fee, no late fee).

An LLC registered to do business in more than one of these states owes each state's report on each state's calendar; the formation state's filing never covers a foreign registration, and the due dates rarely line up.