Arizona’s annual filing requirements vary significantly by entity type. For corporations and nonprofits, an Annual Report is filed with the Arizona Corporation Commission (ACC). However, for LLCs and most partnerships, there is no annual report filing with the ACC. Regardless of the entity type, all businesses must adhere to annual tax filing requirements with the Arizona Department of Revenue and maintain a current Registered Agent.
Why is it important to file? Maintaining good standing with the State of Arizona is crucial for your entity’s legal operation. Failure to comply with applicable filing requirements can lead to various penalties and negative consequences, including:
Penalties: Late fees apply to annual reports for corporations and some partnerships.
Administrative Dissolution/Revocation: If annual reports are not filed (for entities required to do so) or if a Registered Agent is not maintained, your entity may be administratively dissolved (for domestic entities) or have its authority revoked (for foreign entities) by the Arizona Corporation Commission.
Loss of Name Protection: Your entity’s name may become available for others to use.
Inability to Conduct Business: A dissolved or revoked status can hinder your ability to legally enter into contracts, maintain bank accounts, or defend yourself in Arizona courts.
Complex Reinstatement: Reinstatement involves filing all delinquent reports, paying all associated fees and penalties, and can be a more involved and costly process.
Specific Requirements by Entity Type in Arizona:
For Corporations (For-Profit & Professional) in Arizona:
Due Date: By the anniversary date of your corporation’s original incorporation or registration in Arizona. You can file up to three months prior to the due date.
Filing Fee:$45.00 (for both domestic and foreign corporations).
Late Penalty: A penalty of $9.00 per month (or part of a month) that the report is delinquent. After approximately 150 days of delinquency, the corporation faces administrative dissolution.
Information Required: Corporation name, ACC entity number, known place of business address, principal office address, name and address of its statutory (registered) agent in Arizona, names and business addresses of its directors and principal officers, a brief description of the nature of its business, and information on shares and shareholders (if applicable).
Filing Method: Can be filed online through the ACC’s eCorp system.
Arizona Corporate Income Tax (Arizona Department of Revenue):
Frequency: Annually.
Due Date: By the 15th day of the 4th month following the close of your taxable year (e.g., April 15th for calendar year filers). An extension to file (but not to pay) is available.
No Annual Franchise Tax: Arizona does not have an annual franchise tax (separate from corporate income tax) based on the privilege of doing business.
For Limited Liability Companies (LLCs) in Arizona:
No Annual Report Requirement: This is a key difference in Arizona. Domestic and foreign LLCs DO NOT have a recurring annual report filing requirement with the Arizona Corporation Commission.
Maintaining Registered Agent: While no annual report is required, it is crucial for LLCs to maintain a current and valid Statutory Agent (Registered Agent) and a current known place of business address on file with the Arizona Corporation Commission. If your Statutory Agent or their address changes, you must file a Statement of Change with the ACC.
Arizona Income Tax: LLCs are generally treated as pass-through entities for Arizona income tax purposes (unless they elect to be taxed as corporations). Income and losses are reported on the owners’ individual income tax returns. Arizona does not have a separate state-level income tax return for the LLC itself if treated as a partnership or disregarded entity. However, a partnership tax return (Form 165) would be filed with the Arizona Department of Revenue by March 15th (for calendar year filers).
For Partnerships (General Partnerships, Limited Partnerships, Limited Liability Partnerships, Limited Liability Limited Partnerships) in Arizona:
General Partnerships (GPs): Generally, GPs formed by agreement are not required to file an annual report with the Arizona Corporation Commission or the Secretary of State. They are subject to federal and state income tax reporting requirements for pass-through entities.
No Annual Report Requirement: LPs and LLLPs are NOT required to file an annual report with the Arizona Corporation Commission. Similar to LLCs, they must maintain a Statutory Agent.
Limited Liability Partnerships (LLPs):
Annual Report (Arizona Secretary of State):
Frequency: Annually.
Due Date: Between January 1st and April 30th of each year, following the calendar year in which the partnership filed its statement of qualification.
Filing Fee:$3.00 (if filed between Jan 1 and April 30). $28.00 (if filed between May 1 and Dec 31).
Late Penalty: A late filing penalty may be assessed. Failure to file can lead to administrative revocation of the statement of qualification.
Information Required: Name of the LLP, jurisdiction of formation, current street address of the chief executive office, and the name and street address of its agent for service of process in Arizona.
Arizona Partnership Income Tax (Arizona Department of Revenue – Form 165):
Frequency: Annually.
Due Date: By the 15th day of the 3rd month following the close of the tax year (e.g., March 15th for calendar year filers). An extension to file (but not to pay) is available.
Note: This is an informational return. Partnerships are generally pass-through entities, and the partners pay tax on their share of the income.
For Non-Profit Corporations in Arizona, please also note the following:
Non-profit organizations in Arizona have distinct annual compliance requirements with the Arizona Corporation Commission and potentially the Arizona Attorney General:
Due Date: By the anniversary date of your non-profit’s original incorporation or registration in Arizona.
Filing Fee:$10.00 (for both domestic and foreign non-profits).
Penalties: Non-profits are not subject to monetary penalties for late filing of the annual report with the ACC. However, persistent failure to file can lead to administrative revocation of the non-profit corporation.
Information Required: Non-profit name, ACC entity number, known place of business address, principal office address, statutory agent information, names and business addresses of directors and principal officers.
Filing Method: Must be filed online through the ACC’s eCorp system.
Charitable Organization Registration and Annual Renewal (Arizona Attorney General’s Office):
Arizona generally does not have a broad charitable registration requirement for most 501(c)(3) public charities with the Attorney General’s Office.
However, if your organization is a Professional Fundraiser or a Fundraising Counsel, or if it specifically falls under certain trust categories, it may have registration and annual reporting requirements with the Attorney General.
If your organization is a Qualifying Charitable Organization (QCO) or Qualifying Foster Care Charitable Organization (QFCO) for Arizona tax credit purposes, you must apply for and maintain certification with the Arizona Department of Revenue. This is typically an annual application/certification process.
Arizona Exempt Organization Business Income Tax (Arizona Department of Revenue – Form 99T):
Frequency: Annually, if applicable.
Due Date: 15th day of the 5th month after the close of the tax year (e.g., May 15th for calendar year filers).
Applies if: Your non-profit has unrelated business taxable income (UBTI) that exceeds the federal filing threshold.
No other state-level income tax: Generally, if your non-profit has obtained 501(c) tax-exempt status from the IRS, it automatically qualifies as tax-exempt with the State of Arizona and does not file a general state income tax return (unless it has UBTI).
Federal IRS Form 990 Series: As a federally tax-exempt organization, your non-profit must file an annual information return with the IRS (Form 990, 990-EZ, 990-PF, or 990-N, depending on your gross receipts and assets). This is typically due by the 15th day of the 5th month after your fiscal year ends (e.g., May 15th for a December 31st fiscal year-end).
What information is generally required for these filings? The various Arizona filings typically require verification or updating of the following:
Your entity’s legal name and Arizona Corporation Commission (ACC) or Secretary of State ID number.
The current principal office address and known place of business address.
The name and physical street address of your Arizona Statutory Agent (Registered Agent).
For Corporations and Nonprofits: Names and addresses of your principal officers and directors.
For LLPs: Names and addresses of all partners.
Updated contact information for the entity.
For Non-Profits: Details on any changes to your board of directors, charitable solicitation activities, or any UBTI.
How can we assist you? We understand that navigating the specific requirements for different entity types and agencies in Arizona can be challenging. We are here to assist you with understanding and fulfilling your Arizona compliance obligations. Our services for these filings include:
Determining your specific filing requirements, due dates, and applicable fees.
Gathering the necessary information.
Preparing and accurately filing your Annual Reports (for corporations and LLPs).
Assisting with maintaining your Statutory Agent information.
Preparing and filing any applicable non-profit charitable certifications/returns.
Arranging payment of the applicable fees.
Confirming receipt with the Arizona Corporation Commission, Arizona Department of Revenue, and, if applicable, the Attorney General’s Office.
What we need from you: To facilitate these filings, fill up the information sheet:
Please do not hesitate to contact us at your earliest convenience to discuss your Arizona compliance obligations. We can help ensure your entity remains in good standing and avoids any potential penalties.
