Idaho requires most registered business entities to file an Annual Report with the Idaho Secretary of State. This report updates the state with current information about your entity, helping to maintain its active status and good standing. In addition to this, there are annual tax-related filings with the Idaho State Tax Commission and specific requirements for charitable organizations.
Why is it important to file? Maintaining good standing with the State of Idaho is crucial for your entity’s legal operation. While Idaho does not impose a monetary late fee for the Annual Report itself, failure to comply with these filing requirements can lead to severe penalties and negative consequences, including:
Administrative Dissolution/Revocation: If the Annual Report is not filed within 60 days after its due date, the Idaho Secretary of State will administratively dissolve your domestic entity or revoke the authority of your foreign entity to transact business in Idaho.
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 Idaho courts.
Complex Reinstatement: Reinstatement involves filing all delinquent reports and submitting a Reinstatement Application, which can be a more involved and time-consuming process.
Specific Requirements by Entity Type in Idaho:
For All Entity Types (LLC, Corporation, Non-Profit, Partnership) in Idaho:
Annual Report (Idaho Secretary of State):
Frequency: Annually.
Due Date: By the last day of your entity’s anniversary month of its original formation or registration in Idaho. The report can typically be filed starting one month prior to the anniversary month.
Example: If your entity was registered on March 15th, your Annual Report is due by March 31st each year.
Filing Fee:$0.00 (No Fee!) for all entity types.
Penalty: No monetary late fee, but administrative dissolution/revocation after 60 days of delinquency.
Information Required: Entity’s legal name, Idaho Entity ID number, principal office mailing address, current Registered Agent information (name and street address), and information on the entity’s governing persons (e.g., officers/directors for corporations/non-profits; managers/members for LLCs; partners for partnerships).
Filing Method: Must be filed online through the Idaho Secretary of State’s website. You can find your entity’s information and due date using the business search tool on their website.
For Corporations (For-Profit & Professional) in Idaho:
In addition to the Annual Report:
Idaho Corporate Income Tax (Idaho State Tax Commission – Form 41):
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).
Tax Rate: The corporate income tax rate in Idaho has recently been reduced. For tax years beginning on or after January 1, 2025, the rate is 5.3%.
No Annual Franchise Tax: Idaho does not have a separate corporate franchise tax based on the privilege of doing business.
For Limited Liability Companies (LLCs) in Idaho:
In addition to the Annual Report:
Idaho Income Tax: LLCs are generally treated as pass-through entities for Idaho income tax purposes (unless they elect to be taxed as corporations). Income and losses are reported on the owners’ individual income tax returns. Idaho does not impose a separate state-level income tax on the LLC itself if treated as a partnership or disregarded entity.
Affected Business Entity (ABE) Election: Idaho offers an optional “Affected Business Entity” (ABE) election, which allows S corporations and partnerships (including LLCs taxed as partnerships) to elect to pay Idaho income tax at the entity level. If this election is made, the entity would file Form 850 and pay tax at a rate of 5.3%. This can simplify individual filings for members/partners.
For Partnerships (General Partnerships, Limited Partnerships, Limited Liability Partnerships, Limited Liability Limited Partnerships) in Idaho:
In addition to the Annual Report (for LPs, LLPs, LLLPs, and some GPs):
General Partnerships (GPs): Generally, GPs formed by agreement are not required to file an Annual Report with the Idaho Secretary of State unless they have filed a Statement of Partnership Authority. They are subject to federal and state income tax reporting requirements for pass-through entities.
Limited Partnerships (LPs), Limited Liability Partnerships (LLPs), Limited Liability Limited Partnerships (LLLPs): These entities must file an Annual Report with the Idaho Secretary of State.
Idaho Partnership Income Tax (Idaho State Tax Commission – Form 41S for S-Corps, Form 65 for Partnerships):
Frequency: Annually.
Due Date: By the 15th day of the 3rd month following the close of the taxable year (e.g., March 15th for calendar year filers).
Note: This is an informational return. Partnerships are generally pass-through entities, and the partners pay tax on their share of the income.
Affected Business Entity (ABE) Election: Similar to LLCs, partnerships can also elect to be an “Affected Business Entity” to pay tax at the entity level (Form 850).
For Non-Profit Corporations in Idaho, please also note the following:
In addition to the Annual Report:
Idaho Annual Report Filing Fee:$0.00 (No Fee). Note that an annual report is typically not required to be filed in the year the non-profit was incorporated or authorized to transact business.
Idaho generally does not have a broad charitable registration requirement with the Attorney General’s Office for most 501(c)(3) public charities.
However, if your organization engages in specific activities, such as operating as a charitable trust or using professional fundraisers, there may be registration and reporting requirements with the Attorney General. It is best to confirm directly with the Idaho Attorney General’s office if your activities trigger such requirements.
Idaho Exempt Organization Business Income Tax:
Frequency: Annually, if applicable.
Applies if: Your non-profit has unrelated business taxable income (UBTI) that exceeds the federal filing threshold. If so, a Hawaii income tax return would be filed.
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 Idaho for corporate income tax purposes (unless it has UBTI). There is no renewal requirement for Idaho corporate income tax exemption.
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 Idaho filings typically require verification or updating of the following:
Your entity’s legal name and Idaho Entity ID number.
The current principal office mailing address.
The name and physical street address of your Idaho Registered Agent.
For Corporations and Non-Profits: Names and addresses of your directors and principal officers.
For LLCs: Names and addresses of managers (if manager-managed) or members (if member-managed).
For Partnerships: Names and addresses of all partners (general partners for LPs/LLLPs, all partners for LLPs, or all partners for GPs who have filed a Statement of Partnership Authority).
Updated contact information for the entity.
For Non-Profits: Confirmation of your federal tax-exempt status and any charitable solicitation activities.
How can we assist you? We understand that navigating these compliance requirements can be challenging. We are here to assist you with understanding and fulfilling your Idaho compliance obligations. Our services for these filings include:
Determining your specific filing requirements and due dates.
Gathering the necessary information.
Preparing and accurately filing your Annual Reports with the Idaho Secretary of State.
Assisting with the preparation and filing of your Idaho tax returns (if applicable).
Advising on the Affected Business Entity (ABE) election, if relevant.
Preparing and filing any applicable non-profit charitable registrations.
Confirming receipt and good standing with the Idaho Secretary of State and, if applicable, the State Tax Commission or 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 Idaho compliance obligations. We can help ensure your entity remains in good standing and avoids any potential adverse consequences.
