Annual Report Guide for North Dakota LLCs

All LLCs in North Dakota are required to file an Annual Report each year. This process ensures that your LLC remains compliant and in good standing with the North Dakota Secretary of State.

Failing to submit the Annual Report on time results in late fees, and prolonged non-compliance will lead to the dissolution of your LLC by the Secretary of State.

Since 2019, the submission of Annual Reports for LLCs must be done online through the FirstStop portal.

If Your LLC Was Created Online via FirstStop:

You can directly log in to FirstStop and start the process of filing your Annual Report.

If Your LLC Was Not Formed Online via FirstStop:

You will need to set up a FirstStop account.

A PIN, previously mailed by the Secretary of State to your LLC's Principal Executive Office, is necessary to link your LLC to your FirstStop account.

If you don't have this PIN, you will need to request one from the Secretary of State before you can file the Annual Report online. Further instructions on requesting a PIN are provided below.

North Dakota LLC Annual Report Fee

The fee for filing the Annual Report is $50.

This amount is payable every year by the Annual Report due date.

Due Date

The deadline for submitting your LLC's Annual Report is November 15th of each year.

When Is the First North Dakota LLC Annual Report Due?

The first Annual Report is due in the year following the year your LLC was approved.

You can find your LLC's approval date on your approval documents or by checking the "filing date" on the North Dakota Business Search page.

For example:

• If your LLC was approved on March 10, 2024, your first Annual Report will be due by November 15, 2025.
• If your LLC was approved on December 1, 2024, your first Annual Report will be due by November 15, 2025.

Exception for Farm/Ranch LLCs

If you have formed a Farm/Ranch LLC, you must file an Initial Farm Report along with your Articles of Organization as per Section 10-06.1-15 of the ND Century Code. These two forms are grouped in your FirstStop account.

After filing and having these documents approved, you will need to file an Annual Report every year. For Farm/Ranch LLCs, the Annual Report is due by April 15 each year, rather than November 15 like standard LLCs.

For instance:

• If your Farm/Ranch LLC was approved anytime in 2024, the first Annual Report will be due by April 15, 2025.

Purpose of the Annual Report

The primary goal of the Annual Report is to update the Secretary of State with your LLC's current contact information.

Penalties for Not Filing or Late Filing

If the Annual Report is filed late, there is a $50 late fee in addition to the $50 filing fee, totaling $100. You have a six-month grace period to file a late Annual Report and pay the combined $100 fee.

Failing to file within this six-month period results in the revocation of your LLC's charter. If this happens, you can file for Reinstatement to restore your LLC.

The Reinstatement fee is $135, plus the overdue Annual Report fee and penalty ($100 in total). You have up to one year from the revocation date to file for Reinstatement.

If your LLC has been revoked for more than a year, only a court order can reinstate it. For assistance with Reinstatement, contact the North Dakota Secretary of State.

Filing the Annual Report in North Dakota

The Annual Report must be filed online through the FirstStop system.

Filing by Mail

If you lack a credit or debit card, start the filing process in FirstStop, then print the Annual Report and mail it with a check or money order.

To receive proof of filing, include a "Cover Letter for Annual Report" with your submission. This will ensure the Secretary of State's office sends you confirmation once your report is processed.

Processing Time

When you submit the Annual Report online, it is processed instantly.

You can download your approval documents immediately after payment.

In rare cases, if substantial changes are made, the report may undergo "worker review", which could take 2-4 weeks.

However, your report is still considered filed as of the submission date.

Annual Report Reminder

A reminder about the Annual Report is sent to your Registered Agent approximately 60 days before the due date.

The state currently does not send reminders by email.

Therefore, it is crucial to set a recurring reminder in your calendar to avoid missing the deadline.

Early Filing

You may file your Annual Report as soon as you receive the reminder, generally around mid-September.

PIN Numbers, Requesting Access, and FirstStop

In 2018, North Dakota rolled out FirstStop, a new online filing system. Previously, LLCs had to file their documents, including Annual Reports, by mail.

Now, FirstStop is the only method for filing Annual Reports and is also the recommended way to handle LLC registrations.

The North Dakota Secretary of State takes security seriously. They do not allow unrestricted access to LLC records. Only authorized people can file documents or make changes.

In early 2018, the Secretary of State sent "Welcome to FirstStop" letters to all North Dakota LLCs. These letters, sent to the LLC's Principal Executive Office, included a PIN and instructions for setting up a FirstStop account.

If you didn't get this letter or have misplaced it, you'll need to request access and obtain a new PIN to link your LLC to your FirstStop account. Instructions for this process are provided below.

Creating a FirstStop Account

To create an account:

1. Visit the North Dakota FirstStop page.
2. Click "Login".
3. Select "Personal Account".
4. Enter a username, password, and other required information.
5. Agree to the terms and click "Create Account".
6. Check your email for a confirmation code, enter it on the FirstStop page, and click "Confirm".
7. Log in again to complete the setup.

Requesting a PIN

If you did not form your LLC online or lack a PIN:

1. Search for your LLC on the North Dakota Business Search page.
2. Click your LLC name and select "Request Access".
3. Click "Request PIN" to have a new PIN sent to your LLC’s Principal Executive Office.
4. After receiving the PIN, log back into FirstStop, search your LLC name, click "Request Access", and enter the PIN to connect your LLC to your account.

Issues with Commercial Registered Agents

Some Commercial Registered Agents have access to FirstStop for the LLCs they manage.

If you see a message indicating that a current owner needs to grant you access, this likely means your Commercial Registered Agent is already linked to the account.

If access is delayed, contact the Secretary of State for assistance.

Completing the North Dakota LLC Annual Report

To complete the report:

1. Log in to FirstStop.
2. Go to the Business Search page and look up your LLC by entering the first one or two words of its name. Avoid including "LLC" in your search.
3. A pop-up will appear on the right side of the screen. Click on "File Annual Report".
4. Confirm your LLC and click "Next Step".

Entity Information

Review and ensure the LLC's Principal Executive Office and Mailing Address are correct. These addresses must be physical street addresses and not PO Boxes.

The Principal Executive Office Address can be:

• a home address,
• an office address,
• or the address of your Registered Agent (if they allow).

Registered Agent

You cannot change your LLC's Registered Agent through the Annual Report.

Character of Business

Add or update the activities or purpose of your LLC.

Provide a specific description of your LLC's business activities or purpose. Avoid generic statements be precise and detailed to ensure the report is accepted. This will get your North Dakota LLC Annual Report rejected.

Management

Specify how your LLC is managed by Members, Managers, or a Board.

Add relevant names, addresses, and titles based on the management structure.

Confirm/Signature

Confirm

Check the information you've submitted to make sure it’s correct and free of typos.

If you need to make changes, click "Previous Step".

If everything looks right, scroll to the bottom of the page.

Signature

Check off the box, enter your name, and add today's date.

Then click "Next Step" to continue.

Submission

Choose to file online with a credit card or print and mail your report with a check or money order.

Ensure your submission is received by November 15 to avoid late fees.

Online Filing

Select "File Online", complete the payment process, and receive instant approval.

Mail Filing

If mailing, send your report with the filing fee to:

ND Secretary of State
PO Box 5513
Bismarck, ND 58506-5513

North Dakota Secretary of State Contact Information

For questions, call the North Dakota Secretary of State at 701-328-4284 or 701-328-2900.

Office hours are Monday through Friday, from 8 am to 5 pm Central Time.