Vermont Foreign Registration / Annual report
The annual report for a foreign LLC in Vermont
A foreign LLC with a Vermont certificate reports to the Secretary of State once a year, for $170, within 3 months after its fiscal year ends. A company that skips the report loses its certificate of authority.
Report facts
- Fee
- $170
- Due
- 3 months after the fiscal year ends
- Filed
- Online
- Reinstatement
- $35
- Corporation fee
- $250
What the report covers
The report gives the company name and the state or country whose law governs it; the address of its designated office; and the name, email and address of its agent for service of process. As the statute puts it, the information in the report must be current as of the date it is signed on behalf of the company.
Finding the fiscal year end
The state suggests searching for the business in its online database to see the fiscal year end on record.
Filing the report
Annual filings are completed online. Log in to the Online Business Service Center, choose the annual report and follow the prompts to confirm or update what is on record. To pay by paper check, choose the print-and-mail option on the payment screen.
The cost of a missed report
Under the statute, the certificate of authority of a foreign LLC that fails to file its annual report terminates, and the Secretary of State notifies the company of the termination. Reinstatement is $35. A company in that position that keeps working is transacting business without a certificate.
Corporations and nonprofits
A foreign business corporation files within two and one-half months after its fiscal year ends, for $250. A foreign nonprofit corporation files a biennial report every second year and pays $35 if someone was paid in the prior calendar year.
When the agent has moved
Replacing the agent, or changing the agent's address, goes in on a statement of change at $35, and doing so keeps the record and the report consistent.
Who files
Both Vermont LLCs and foreign LLCs with a certificate of authority file the report. A foreign LLC is on the same schedule as an LLC formed in Vermont, although a different law governs it.
The due date by example
The deadline counts from the fiscal year end on record. A company whose year ends December 31 has until March 31. A company with another year end counts 3 months from its own date.
The cost over time
The fee is the same every year. An LLC that registers and files five reports pays Vermont $1,005, which is $155 plus five reports at $170, before any home certificate. A Delaware LLC adds its $50 certificate and reaches $1,055.
What the state does with the report
When the report states a change, the Secretary of State updates its records to match, covering purpose, email, address and principal information. Moving the agent or the designated office goes through a statement of change instead.
Step by step online
Sign in to the Online Business Service Center with an existing account, or create one the first time. Choose the annual or biennial report from the main menu, then follow the prompts to confirm, update or enter each required item. Pay online by eCheck, or take the print-and-mail option for a paper check.
If the fiscal year changes
The report counts months from the fiscal year end on record, so the due date follows the year end on record and moves only if that date moves. The state database shows the year end it holds.
The report and the certificate
The report keeps the certificate alive. An LLC that does not file loses its authority, and the Secretary of State notifies it. Reinstatement is $35.
Our reminder
After the certificate issues, we note the report date for you. The registration guide lists the steps after that.
Annual report questions
How much is each yearly filing?
$170 for a foreign LLC.
When must it be filed?
Within 3 months after the fiscal year ends.
Who has to file it?
Every LLC with a Vermont certificate, foreign or domestic.
When is a December year-end report due?
By March 31.
How much do five reports cost?
$850.
Does the report update the state's records?
Yes. Changes stated in it are entered.
Can the report be mailed?
Annual filings are completed online.
What you pay
Register in Vermont
- Your Vermont application, drafted from a short questionnaire
- Your home certificate, ordered so its date is still good on filing day
- A Vermont agent for service of process, from us or of your own choosing
- The certificate of authority Vermont issues, sent on to you
- Renewal: after the first year, the agent service renews at $149 a year
$199
+ $155 Vermont fee
Register in Vermont$155 is Vermont's fee for an LLC. Other entity types pay different amounts; the cost page lists them. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Sources
- Vermont Secretary of State, fees and statutes
- 11 V.S.A. 4112, application for certificate of authority
- Vermont Secretary of State, foreign registration
- 11A V.S.A. 15.03, application for certificate of authority
- 11 V.S.A. 4033, annual report
- Vermont Secretary of State, annual and biennial reports
- 11A V.S.A. 16.22, annual report for the Secretary of State
- 11 V.S.A. 4008 and 4009, change and resignation of agent
- 11 V.S.A. 1655, designation of agent for service of process
- Delaware Division of Corporations fee schedule (PDF)
Working in Vermont already?
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