Florida

Missed the Florida LLC Annual Report? The $400 Late Fee, Dissolution and Reinstatement (2026)

Published September 2026.

Florida's annual report costs $138.75 if it is filed between January 1 and May 1. From May 2 the state adds a $400 late fee, and in late September it dissolves every LLC that still has not filed. Here is where you stand depending on today's date.

Where you are, by date

The $400 late fee

• It applies to Florida LLCs, profit corporations and limited partnerships that file after May 1, and it is added automatically when you file.
• It is charged once per late report, on top of the $138.75.
• Sunbiz states the late fee cannot be waived, including for LLCs that did no business that year.
• The $138.75 annual report fee itself is fixed by statute; the $50 annual report filing fee in section 605.0213 plus a supplemental fee makes up the total.

Administrative dissolution

If the report is still not filed by the third Friday of September, the Division of Corporations dissolves the LLC at the close of business on the fourth Friday. A dissolved LLC continues to exist only to wind up its affairs. In practice that means:

• Banks, payment processors and marketplaces that check Sunbiz may freeze or close accounts once they see the inactive status.
• Contracts signed while dissolved can be challenged, and your liability shield is weaker while the LLC is inactive.
• The name is not held for you forever. If another business registers it in the meantime, you may have to reinstate under a different name.

How reinstatement works

1. Go to the Sunbiz reinstatement page and file the reinstatement application online with the LLC's document number.
2. Pay the $100 reinstatement fee set by section 605.0213, plus the annual report fee for each year that was not filed. Sunbiz calculates the total when you file.
3. Update the principal address, registered agent and managers while you are there.
4. Once processed, reinstatement generally relates back to the date of dissolution, so the LLC is treated as if it had not been dissolved.
5. Order a certificate of status for $5 if a bank or partner asks for proof the LLC is active again.

How to never pay the late fee

• Your first report is due the calendar year after formation. An LLC formed in 2026 files between January 1 and May 1, 2027.
• File in January. Nothing is gained by waiting, and Sunbiz slows down in the last week of April.
• Watch for fake "annual report" invoices. Sunbiz is the only place to file, and the fee is $138.75, not the higher amounts in solicitation letters.
• If you pay a registered agent, confirm whether they file the report or only remind you. Most only remind you.

For formation costs and the full list of Florida fees, see our Florida LLC guide.

Frequently asked questions

What happens if I miss the Florida annual report deadline?

From May 2 the state adds a $400 late fee to the $138.75 report, for $538.75 in total. If the report is still not filed by the third Friday of September, the LLC is administratively dissolved on the fourth Friday.

Can the Florida $400 late fee be waived?

No. Sunbiz states the late fee cannot be waived, including for LLCs that had no activity. The only way to avoid it is to file between January 1 and May 1.

How much does it cost to reinstate a dissolved Florida LLC?

The reinstatement fee for an LLC is $100 under section 605.0213 of the Florida Statutes, plus the annual report fee for each year not filed. Sunbiz calculates the exact total when you submit the reinstatement online.

Related: How to Start an LLC in Florida

Checked against the official sources listed above in September 2026. Rules and fees change; confirm with the agency before acting. General information only, not legal or tax advice.