Every year, both domestic and foreign business entities registered in Washington State are required to file an Annual Report with the Washington Secretary of State. This report updates the state with current information about your entity, helping to maintain its active status and good standing.
Why is it important to file? Filing the Annual Report on time is crucial for maintaining your entity’s active status and good standing with the State of Washington. Failure to file can lead to various penalties and negative consequences, including:
- Late Fee: A $25.00 delinquency fee is immediately assessed if the Annual Report is not received by the due date (for most entity types; nonprofits are generally exempt from this specific late fee for the Annual Report, though other penalties can apply).
- Delinquent Status: Your business will be listed as “delinquent” with the Secretary of State.
- Administrative Dissolution/Revocation: If the report remains unfiled (and fees unpaid) for 60 to 120 days after the deadline, the Secretary of State will initiate administrative dissolution (for domestic entities) or revocation of authority (for foreign entities).
- 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 prevent your entity from legally entering into contracts, maintaining bank accounts, or defending itself in Washington courts.
- Complex Reinstatement: Reinstatement involves filing all delinquent reports and paying all associated fees, which can be a more involved and costly process.
Specific Requirements by Entity Type in Washington State:
Common Due Date for All Entity Types: The Annual Report for all entity types (LLCs, Corporations, Non-Profits, LPs, LLPs, LLLPs) is due annually by the last day of the month in which your business was originally formed, registered, or incorporated in Washington State (your “anniversary month”).
- Example: If your business was formed on March 15th, its Annual Report is due by March 31st each year thereafter.
- Filing Window: You can file your Annual Report up to 180 days (approximately 6 months) before your expiration date. We encourage filing early to ensure timely processing.
Filing Fees (for the Annual Report to the Secretary of State):
- Limited Liability Companies (LLCs): $60.00
- For-Profit Corporations (Domestic & Foreign): $60.00
- Limited Partnerships (LPs), Limited Liability Partnerships (LLPs), Limited Liability Limited Partnerships (LLLPs): $60.00
- Non-Profit Corporations: Generally $60.00, but can be reduced to $20.00 if the non-profit certifies that its gross revenue in the most recent fiscal year was less than $500,000.
For Non-Profit Corporations in Washington State, please also note the following:
Non-profit organizations in Washington State have distinct annual compliance requirements beyond the Annual Report with the Secretary of State:
- Annual Report with Secretary of State: As noted above, your Annual Report is due annually by the last day of your anniversary month. The filing fee is generally $60.00, potentially reduced to $20.00 based on gross revenue.
- Note: Non-profits are typically exempt from the $25.00 delinquency fee for late Annual Reports.
- Charitable Organization Registration and Annual Renewal (if applicable):
- If your non-profit solicits charitable contributions in Washington State (unless specifically exempt), you must register and renew annually with the Washington Secretary of State Charities Program.
- Due Date: Annually by the end of the 11th month after the end of your fiscal year. For example, if your fiscal year ends December 31st, your charitable renewal is due by November 30th of the following year.
- Filing Fee: Generally $60.00.
- Required Information: This renewal includes financial information, often requiring submission of your federal IRS Form 990 series return.
- 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 the Annual Report? The Washington State Annual Report typically requires verification or updating of the following information:
- Your entity’s legal name and Unified Business Identifier (UBI) number.
- The current principal office address.
- The name and physical street address of your Washington Registered Agent.
- For Corporations (for-profit and nonprofit): Names and addresses of your principal officers (e.g., President, Secretary, Treasurer) and directors.
- For LLCs: Information about members or managers (though specific details may not be required on the form itself, it’s good practice to review internally).
- For Partnerships: Information about general partners (for LPs) or current partners (for LLPs/LLLPs).
- Updated contact information for the entity.
How can we assist you? We can assist you with the preparation and filing of your Washington State Annual Report and any applicable non-profit renewals to ensure they are submitted accurately and on time. Our services for these filings include:
- Determining your specific filing requirements and applicable fees.
- Gathering the necessary information.
- Completing and submitting the report online (which is generally faster and recommended) or via mail.
- Arranging payment of the applicable fees.
- Confirming receipt with the Washington Secretary of State’s office and, if applicable, the Charities Program.
What we need from you: To facilitate these filings, fill up the information sheet
[ INFORMATION SHEET ]
Please do not hesitate to contact us at your earliest convenience to discuss your Washington State compliance obligations. We can help ensure your entity remains in good standing and avoids any potential penalties.
We look forward to hearing from you.
Sincerely,
SURE FINANCIAL AND TAX SERVICES LLC
