LLC Annual and Biennial Report Requirements in North Carolina
At a glance
| Periodic report obligation | Yes — an annual report for each ordinary domestic LLC and registered foreign LLC. Professional LLCs governed by Chapter 55B are excluded; qualifying deployed-owner LLCs receive the § 57D-2-26 exception (§ 57D-2-24(a); 2026 S.L. 59 § 13) |
|---|---|
| Frequency and first report | Every year. The first report is due in the year after the calendar year in which the domestic LLC formed or the foreign LLC received authority; later reports are due each year (§ 57D-2-24(b)) |
| Due date and filing window | Normally April 15; qualifying deployed-owner LLCs have a special deadline under § 57D-2-26. Secretary must notify LLCs of the report requirement (§ 57D-2-24(b); 2026 S.L. 59 § 13). |
| Filing office and method | North Carolina Secretary of State, Business Registration Division. File online through the entity's registry profile, or print the pre-populated report and file by mail or over the counter; paper may be needed to change the registered-agent name |
| Required information | Report year; LLC name; foreign jurisdiction and authorized alternate name, if applicable; registered-office street and mailing addresses, county, agent, and changes; principal-office address and telephone; principal officials' names, titles, and business addresses; and a brief business description. Unchanged filers may certify no change (§ 57D-2-24(a)) |
| Filing fee and related charges | $200 base fee. Current online total is $203 by credit card. ACH adds a $2 electronic fee to the $200 base, producing a computed $202 total; paper is $200, as of 2026-09-26. A separate domestic reinstatement application costs $100 (§ 57D-1-22(a)(18), (28); Secretary of State fee page) |
| Late fee and delinquency | No separately stated late fee. Ordinarily, nonfiling through the 60th day after the due date is a dissolution ground; Chapter 57D payments also have a 60-day threshold. The deployment exception delays grounds for eligible LLCs (§ 57D-6-06(a); 2026 S.L. 59 § 13). |
| Dissolution, reinstatement, and cure | Domestic: after a ground arises, the Secretary mails notice and allows 60 days to cure; § 57D-2-26 delays grounds for qualifying deployed-owner LLCs. Reinstatement has no stated time limit, costs $100 plus cure of the missing reports/fees, and relates back subject to rights of a person who reasonably relied on the dissolution; a taken name must be changed. Foreign: delinquency permits a revocation proceeding, followed by a 60-day notice cure, and a new authority certificate is unavailable until the grounds are corrected (§§ 57D-6-06, 55-14-22, 57D-7-30 to -31) |
Requirements one by one
First report and April 15 deadline
N.C. Gen. Stat. § 57D-2-24(b) uses one fixed deadline for ordinary LLCs: April 15. The first report is due in the calendar year after formation or foreign authorization. For example, an LLC formed on December 30, 2026 files by April 15, 2027; an LLC formed on January 2, 2026 has the same first deadline.
The Secretary of State must notify LLCs of the filing requirement. The statute does not say that missing or not receiving the notice postpones the deadline. A report returned for missing required information is different: if the corrected report is delivered within 30 days after the notice's effective date, subsection (c) treats it as timely.
A deployed-owner exception was enacted in 2026 N.C. Sess. Laws 59 § 13(b). An LLC with more than 50% ownership held by qualifying deployed members that files the required pre-deployment affidavit can have a report deadline tied to the deployment end. Section 57D-2-26 also delays § 57D-6-06 dissolution grounds until at least 180 days after the end date stated in the affidavit. § 53(b) made the exception effective when the act was approved on August 11, 2026. The codified § 57D-2-24 PDF still prints its old opening sentence; the enrolled act supplies the current exception.
Contents and filing choices
N.C. Gen. Stat. § 57D-2-24(a) requires the LLC's name; registered office, county, and agent; principal office address and telephone; principal officials' names, titles, and business addresses; and a short business description. A foreign LLC also gives its organizing jurisdiction and any different name it uses in North Carolina. If nothing changed since the last report, the LLC may certify that fact instead of restating the information.
Online filing begins from the LLC's business-registry profile. Paper filing is also available by mail or over the counter, and the agency warns that a registered-agent name change may require paper. The base charge under § 57D-1-22(a)(28) is $200. The current online total is $203 by credit card. For ACH, the agency publishes a $2 electronic fee on top of the $200 base, producing a computed total of $202.
Delinquency and domestic dissolution
North Carolina lists no separate late fee. The report is still overdue immediately after April 15; the absence of a late surcharge is not a 60-day filing extension. For LLCs outside the deployment exception, under § 57D-6-06(a), failure to deliver the report by the 60th day after it was due becomes a ground for domestic administrative dissolution. Unpaid Chapter 57D fees or payments that remain due for 60 days are a separate ground.
Once a ground exists, the Secretary mails notice. The LLC then has 60 days after mailing to file the missing report, pay what is due, or show that the ground does not exist. Only after that second period may the Secretary file the certificate of dissolution.
Reinstatement and the foreign-LLC difference
Section 57D-6-06(c) sends domestic LLC reinstatement to the corporate procedure in § 55-14-22(a)–(c). Neither section states a reinstatement deadline. The LLC must eliminate the grounds, file the $100 application listed in § 57D-1-22(a)(18), and change its name if a different entity has taken it. Reinstatement relates back to the dissolution date, except that it does not defeat the rights of someone who reasonably relied to their prejudice on the filed dissolution.
A foreign LLC follows § 57D-7-30(a)(1) and § 57D-7-31(b), (f) instead. Annual-report delinquency permits a revocation proceeding; after notice, the foreign LLC gets 60 days to correct the ground. If its authority is revoked, it cannot receive a new certificate of authority until it substantially corrects every ground.
What trips people up
- Using the corporation deadline. A corporation's deadline can turn on its fiscal year. An ordinary LLC's deadline is April 15 every year.
- Assuming online is cheaper. The statutory report fee is $200, but the current electronic payment charge makes the online total $203 by card; ACH adds $2 to the base, a computed $202.
- Treating 60 days as a grace period. The report is late after April 15. Sixty days is the point when domestic administrative dissolution becomes statutorily available.
- Applying the rule to a professional LLC. Section 57D-2-24 excludes professional LLCs governed through Chapter 55B, and the Secretary says professional entities do not file this annual report.
Common questions
Can I file a no-change North Carolina LLC report?
Yes. If the last report's information remains current, the statute allows a no-change certification instead of repeating the information.
Is there a separate North Carolina LLC late fee?
The LLC Act lists the $200 report fee but no separate late surcharge. Past reports and their fees remain due, and continued default can lead to administrative dissolution or foreign revocation.
Does reinstatement erase the period of dissolution completely?
It generally relates back, but § 55-14-22(c) preserves the rights of a person who reasonably relied to their prejudice on the certificate of dissolution. Reinstatement also does not itself erase tax, licensing, or other obligations outside the LLC filing statute.
Statutes and sources
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2026 N.C. Sess. Laws 59 §§ 13(a)–(b), 53(b) — the enacted deployed-owner exception and effective date. Official enrolled act (accessed September 26, 2026).
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N.C. Gen. Stat. § 57D-2-24. Annual duty, contents, first-report timing, April 15 deadline, no-change certification, and 30-day rejected-report correction. Official current text (accessed 2026-09-26).
- N.C. Gen. Stat. § 57D-1-22. $200 annual-report fee and $100 domestic reinstatement application fee. Official current text (accessed 2026-09-26).
- N.C. Gen. Stat. §§ 57D-6-06 and 55-14-22. Domestic dissolution, notice and cure, reinstatement, name availability, and relation back. Official LLC provision and official incorporated procedure (accessed 2026-09-26).
- N.C. Gen. Stat. §§ 57D-7-30 to -31. Foreign-LLC revocation and 60-day notice cure. Official grounds and official procedure (accessed 2026-09-26).
- North Carolina Secretary of State. Current April 15 deadline, paper/online filing paths, and payment totals. Official filing guidance (accessed 2026-09-26).
Source links
Every statute quoted above, linked, with the date we checked it.
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