Maine requires most registered business entities to file an Annual Report with the Maine Secretary of State, Bureau of Corporations, Elections, and Commissions. This report updates the state with current information about your entity, helping to maintain its active status and good standing. The due date for this report is generally the same for all entity types. In addition to this, there are annual tax-related filings with Maine Revenue Services and specific requirements for charitable organizations.
Why is it important to file? Maintaining good standing with the State of Maine is crucial for your entity’s legal operation. Failure to comply with these filing requirements can lead to penalties and negative consequences, including:
Late Fees:
For Corporations (for-profit), LLCs, and Limited Partnerships: A $50.00 late fee is assessed for annual reports not filed by the June 1st deadline.
For Non-Profit Corporations: A $25.00 late fee is assessed for annual reports not filed by the June 1st deadline.
Administrative Dissolution/Revocation: Persistent failure to file the Annual Report and pay any associated penalties will result in the administrative dissolution of your domestic entity or the revocation of authority for your foreign entity to transact business in Maine.
Loss of Liability Protection: For LLCs and corporations, administrative dissolution can lead to the loss of personal liability protection for the owners and managers, potentially exposing personal assets to business debts and lawsuits.
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 Maine courts.
Complex Reinstatement: Reinstatement is a time-consuming and often more costly process, requiring the filing of all delinquent reports and payment of all accumulated fees and penalties.
Specific Requirements by Entity Type in Maine:
For All Entity Types (LLC, Corporation, Non-Profit, Partnership) in Maine:
Annual Report (Maine Secretary of State):
Frequency: Annually.
Filing Period: Annually between January 1st and June 1st.
Due Date: By June 1st of each year.
Filing Method: Can be filed online through the Maine Secretary of State’s website or by mail. Online filing is generally preferred.
Information Required: Entity’s legal name, Maine Charter 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).
For Corporations (For-Profit & Professional) in Maine:
In addition to the Annual Report:
Filing Fee for Annual Report:$85.00 for Domestic Corporations; $150.00 for Foreign Corporations.
Late Penalty: $50.00.
Maine Corporate Income Tax (Maine Revenue Services – Form 1120ME):
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).
No Annual Franchise Tax: Maine does not have a separate corporate franchise tax based on the privilege of doing business.
Extensions: Maine generally grants an automatic extension to file if a federal extension (Form 7004) is filed. However, any tax due must still be paid by the original due date to avoid interest and penalties.
For Limited Liability Companies (LLCs) in Maine:
In addition to the Annual Report:
Filing Fee for Annual Report:$85.00 for Domestic LLCs; $150.00 for Foreign LLCs.
Late Penalty: $50.00.
Maine Income Tax: LLCs are generally treated as pass-through entities for Maine income tax purposes (unless they elect to be taxed as corporations).
Single-Member LLCs (Disregarded): Income and losses are reported on the owner’s individual Maine income tax return (Form 1040ME). No separate state-level return is filed by the LLC itself.
Multi-Member LLCs (Partnership-Taxed): If your LLC is a multi-member LLC taxed as a partnership, it generally needs to file Form 1065ME/1120S-ME, Maine Partnership and S Corporation Return of Income, with Maine Revenue Services. This is an informational return. Nonresident member withholding may apply.
Corporate-Taxed LLCs: If your LLC has elected to be taxed as a corporation for federal purposes, it will file Form 1120ME and be subject to Maine corporate income tax.
For Partnerships (General Partnerships, Limited Partnerships, Limited Liability Partnerships, Limited Liability Limited Partnerships) in Maine:
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 Maine 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/LLLP): These entities must file an Annual Report.
Filing Fee for Annual Report:$85.00 for Domestic LPs/LLPs/LLLPs; $150.00 for Foreign LPs/LLPs/LLLPs.
Late Penalty: $50.00.
Maine Partnership Return of Income (Maine Revenue Services – Form 1065ME/1120S-ME):
Frequency: Annually.
Due Date: By the 15th day of the 4th month following the close of the taxable year (e.g., April 15th for calendar year filers).
Note: This is generally an informational return. Partnerships are usually pass-through entities, and the partners pay tax on their share of the income. Nonresident partner withholding may apply.
For Non-Profit Corporations in Maine, please also note the following:
In addition to the Annual Report:
Annual Report Filing Fee:$35.00 (for both Domestic and Foreign Non-Profits).
Late Penalty: $25.00.
Charitable Organization Registration and Annual Renewal (Maine Department of Professional and Financial Regulation – Office of Professional and Occupational Regulation, Charitable Solicitations Act):
If your non-profit solicits charitable contributions in Maine, you must register and renew annually with the Maine Department of Professional and Financial Regulation (unless specifically exempt).
Due Date: Annual renewal expires on November 30th each year. Initial registration is required before solicitation begins.
Filing Fee:$20.00 for both initial registration and annual renewal.
Required Attachments: This renewal typically requires providing names and contact information of officers, directors, and individuals responsible for contributions, a list of other states where registered, and a copy of your budget.
Penalties: Failure to comply can result in administrative fines ($20 late fee) and other enforcement actions.
Maine Exempt Organization Business Income Tax (Maine Revenue Services – Form 1120ME if applicable):
Frequency: Annually, if applicable.
Applies if: Your non-profit has unrelated business taxable income (UBTI) that exceeds the federal filing threshold. If so, a Maine corporate income tax return (Form 1120ME) would be filed to report and pay tax on UBTI.
No other state-level income tax: Generally, if your non-profit has obtained 501(c) tax-exempt status from the IRS, it is also exempt from Maine corporate income tax purposes (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 Maine filings typically require verification or updating of the following:
Your entity’s legal name and Maine Charter Number.
The current principal office mailing address.
The name and physical street address of your Maine Registered Agent.
For Corporations and Non-Profits: Names and addresses of your principal officers and directors.
For LLCs: Names and addresses of managers (if manager-managed) or members (if member-managed).
For Partnerships (LPs, LLPs, LLLPs, and some GPs): Names and addresses of general partners or all partners.
Updated contact information for the entity.
For Non-Profits: Confirmation of your federal tax-exempt status and details regarding any charitable solicitation activities and financial information for charitable reporting.
How can we assist you? We understand that navigating these compliance requirements can be challenging, especially with strict deadlines and the potential for late fees and administrative dissolution. We are here to assist you with understanding and fulfilling your Maine 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 Maine Secretary of State.
Assisting with the preparation and filing of your Maine tax returns (e.g., corporate income tax, partnership returns) (if applicable).
Preparing and filing any applicable non-profit charitable registrations.
Arranging payment of the applicable fees/taxes.
Confirming receipt and good standing with the Maine Secretary of State and, if applicable, Maine Revenue Services or the Department of Professional and Financial Regulation.
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 Maine compliance obligations. We can help ensure your entity remains in good standing and avoids any potential adverse consequences.
