Missouri Certificate of Authority / Yearly reports
Missouri yearly reports: corporations file one, LLCs do not
Every year a foreign corporation holding a Missouri certificate of authority sends in a corporate registration report, which costs $15 electronically or $40 on paper. A foreign LLC sends the Secretary of State no annual report at all. A skipped corporate report starts a countdown toward revocation.
Yearly obligations at a glance
- Corporation
- Corporate registration report every year
- Electronic fee
- $15
- Paper fee
- $40
- Late charge
- $15 per thirty days
- Due in
- the month it qualified in Missouri
- LLC
- No annual report
- Nonprofit
- Quoted when you order
What goes in the corporate report
The report states the corporate name, the registered agent and its Missouri physical address, the names and addresses of officers and directors, and the mailing address of the principal place of business. An officer or authorized person signs it. Corporations that are exempt from state taxation do not file.
The due date
A corporation qualified after mid-2003 owes its first report within thirty days of qualifying, and every later report falls in that same month, unless the corporation shifts the month at a cost of $20. The statute directs the Secretary of State to mail a reminder that a report is due. Keep the registered agent's details current.
A two-year alternative
A corporation may register for two years at a time, paying $80 on paper or $30 electronically. The yearly cost works out the same, so the choice is about workload. These are the statute's own figures; we check the current amount on the filing day.
Which years a two-year corporation files
The two-year cycle follows the year of qualifying: even years for a corporation qualified in an even year, odd years for one qualified in an odd year. Once chosen, the option runs the whole two-year term, at $80 on paper or $30 electronically.
Missing the date
Each thirty days of delay adds $15. After 90 days the Secretary of State may begin administrative action, and for a foreign corporation the revocation route in section 351.598 also applies.
How revocation works
Section 351.598 gives eight grounds for revoking a foreign corporation's certificate. They include a report running over thirty days late, tax left unpaid after a final assessment, thirty days with no agent or office, and a late notice that the agent changed. The corporation receives notice and then 60 days to fix the problem before revocation can be signed off. Its authority ends on the date the certificate names, and the Secretary of State becomes its agent for claims from the period when it was authorized.
Getting reinstated
A revoked corporation applies to be reinstated. The paperwork states the corporation's name and revocation date, confirms that the grounds are cured and the name remains allowed, and attaches a Department of Revenue certificate showing taxes paid or a payback plan in place. The reinstatement fee is $50, plus any delinquent charges.
Why an LLC has nothing to file
The Secretary of State's FAQ says LLCs submit no annual report to the office. Event-driven filings are another matter: a new agent, a new office, a new name or a new home state each calls for its own filing, so a quiet year can still produce one.
Setting up reminders
Mark the report month in the company calendar, give it a named owner, and add a reminder one month ahead. The person who signs should also know the registered agent's current details, which the report repeats.
What the report does not do
The corporate registration report is a Secretary of State filing. Filing on time keeps the certificate from sliding toward revocation.
When notices go astray
Keep the agent's details on file current. If the agent has resigned or moved, file the statement of change at once.
Yearly items we do not cover
Tax filings with the Department of Revenue, local business licenses and professional licenses are not Secretary of State reports. If a mailing asks an LLC for an annual report, check who sent it. Those are separate accounts.
Yearly report questions
Does an LLC file a yearly report?
No.
How much is the corporate report?
$15 electronically, $40 on paper.
Can the month be changed?
Yes, for $20.
What happens if we never file?
Revocation can follow, after notice.
What we charge and what Missouri charges
Start my Missouri filing
Missouri$199
+ the Missouri fee for your entity
- The Missouri form that matches your entity type, completed from your answers
- Your home-state certificate checked against Missouri's 60-day limit
- A Missouri registered agent and office from us, or the one you name
- The filed record returned to you
- Renewal: after the first year, the agent service renews at $149 a year
Missouri's amounts are $105 for an LLC, $155 for a corporation and $25 for a nonprofit, listed apart from ours. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Sources
- Missouri Secretary of State, schedule of fees and charges
- Missouri Form LLC 4, foreign LLC registration
- Missouri Form Corp 42, foreign corporation certificate of authority
- Missouri Form Corp 55A, foreign nonprofit certificate of authority
- Missouri Revised Statutes 347.153, registration of foreign LLCs
- RSMo 351.125, fees for the corporate registration report
- RSMo 351.120, corporate registration report
- RSMo 351.122, biennial corporate registration reports
- RSMo 351.598, revocation of a certificate of authority
- RSMo 351.602, procedure and effect of revocation
- RSMo 351.604, reinstatement of a revoked certificate
- Missouri Secretary of State, business FAQs
Need a Missouri certificate of authority?
Tell us the entity type and we line up the form, the certificate and the agent.