South Dakota: LLC Annual and Biennial Report Requirements
The short answer
Yes. A South Dakota LLC files an annual report with the Secretary of State every year, due the first day of its anniversary month (the month it was formed). The fee is $55 online ($70 by mail), and the first report is due the year after formation. Miss it and a $55 penalty applies and the LLC loses good standing; if the report is still unfiled 60 days after it was due, the Secretary of State can administratively dissolve the LLC — which can then be reinstated by paying the past-due fees plus a $150 reinstatement fee and clearing any taxes owed.
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This is the general rule in South Dakota. Ezel applies current South Dakota law to your specific facts and answers with citations to the statutes.
| Periodic report obligation | Yes — an annual report filed with the South Dakota Secretary of State. The LLC Act (SDCL § 47-34A-211) requires every LLC and every foreign LLC authorized to transact business (except a bank) to deliver an annual report under the consolidated business-entity rules, SDCL §§ 59-11-24 to 59-11-26. South Dakota has no corporate or personal income tax, so this report and its fee are the main recurring good-standing obligation |
|---|---|
| Frequency and first report | Every year. The first annual report is due the year after the LLC is formed: § 59-11-25 requires it 'before the first day of the second month of the year following the year in which [the LLC] was authorized to transact business,' with every later report due 'by the same date each subsequent year.' In practice the Secretary of State administers each LLC's due date as the first day of its anniversary month (see below) |
| Due date and filing window | The first day of the LLC's anniversary month — the month it was formed — each year, which is the date the Secretary of State assigns and shows on its online business search. (The statute, § 59-11-25, states the timing as the year following formation and 'the same date each subsequent year'; the office administers that as an anniversary-month due date.) The online tool lets you file starting up to two months early. Confirm your exact date on the Secretary of State's Business Database before relying on it |
| Filing office and method | The South Dakota Secretary of State. File online through the Secretary of State's Business Services portal (sosenterprise.sd.gov), which is the standard route and takes a credit card; or print the completed report and mail it with an added $15 paper-processing fee (South Dakota Secretary of State, File an Annual Report instructions) |
| Required information | Section 59-11-24 requires the report to set forth the LLC's name; the jurisdiction under whose law it is formed; the address of its principal office; its registered agent and registered office information (§ 59-11-6); and the names and business addresses of its governors (managers) — except that a member-managed LLC 'need not' list governors. The report also discloses whether the entity owns agricultural land and, if so, any foreign beneficial ownership. The information must be current 'as of the date the annual report is executed' |
| Filing fee and related charges | $55, the reporting fee 'due and payable with the filing of each annual report' (§ 47-34A-212(b); raised from $50 by 2025 S.L. ch. 189, in force as of 2026-07-16). Filing on paper instead of online adds a $15 processing fee, for $70 by mail. No franchise or income tax is collected with the report. Some filing-service pages still quote the old $50/$65 figures |
| Late fee and delinquency | An LLC 'that does not file or refuses to file its annual report within the time prescribed is subject to a penalty of fifty-five dollars' assessed by the Secretary of State (§ 47-34A-212(b)), and the entity is no longer in good standing. If the report is still not delivered within 60 days after it is due — or fees or penalties go unpaid 60 days after they are due — the Secretary of State may commence a proceeding to administratively dissolve the LLC (§ 47-34A-809) |
| Dissolution, reinstatement, and cure | The Secretary of State may administratively dissolve an LLC that does not deliver its annual report within 60 days after it is due, or pay fees/penalties within 60 days after they are due (§ 47-34A-809). An administratively dissolved LLC 'may apply to the secretary of state for reinstatement after the effective date of dissolution' — no outer time limit — by paying the filing fees for any delinquent annual report plus a $150 reinstatement fee, reciting that the grounds no longer exist, confirming the name still complies (§ 47-34A-105), and attaching a certificate that all taxes owed have been paid (§ 47-34A-811). Reinstatement 'relates back to' the dissolution date, so the LLC resumes business as if the dissolution had never occurred — but it must still clear the taxes and any lapsed licenses on its own |
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Requirements one by one
Periodic report obligation
South Dakota requires every LLC to file an annual report with the Secretary of State. The LLC
Act (SDCL § 47-34A-211) points to the consolidated business-entity rules in SDCL §§ 59-11-24 to
59-11-26, and both domestic LLCs and out-of-state (foreign) LLCs authorized to transact business
must file (banks are the narrow exception). Because South Dakota levies no corporate or personal
income tax, this report and its fee are the main way an LLC stays in good standing.
Frequency and first report
The report is due every year. A newly formed LLC does not file in its formation year: under
§ 59-11-25 the first annual report is due "before the first day of the second month of the year
following the year in which [the LLC] was authorized to transact business," and every later report
is due "by the same date each subsequent year." In day-to-day practice, the Secretary of State ties
that recurring date to the LLC's anniversary month, described next.
Due date and filing window
Your report is due the first day of your LLC's anniversary month — the month you formed it —
each year. That is the date the Secretary of State assigns and shows on its online business search,
and the date the office enforces. (The statute, § 59-11-25, states the timing as the year following
formation and "the same date each subsequent year"; the office administers it as the anniversary
month, so the two are stated differently but point to your assigned date.) You can file starting up
to two months early. If you are unsure of your month, look up your entity on the Secretary of State's
Business Database, which lists the next due date.
Filing office and method
File with the South Dakota Secretary of State. The standard route is online through the
Secretary of State's Business Services portal, which takes a credit card. You can instead print the
completed report and mail it, but that adds a $15 paper-processing fee.
Required information
Section 59-11-24 lists what the report must contain: the LLC's name; the state or country whose law
formed it; the address of its principal office; its registered agent and registered office
information; and the names and business addresses of its governors (managers) — with an important
carve-out: a member-managed LLC "need not" list its governors. The report also asks whether the
LLC owns agricultural land and, if so, about any foreign beneficial ownership. The information must
be current "as of the date the annual report is executed."
Filing fee and related charges
The reporting fee is $55, "due and payable with the filing of each annual report"
(§ 47-34A-212(b)). A 2025 amendment (2025 S.L. ch. 189) raised it from $50, so filing-service pages
still quoting $50 online / $65 by mail are out of date. Filing on paper instead of online adds the
$15 processing fee, for $70 by mail. No franchise or income tax rides along with the report.
Late fee and delinquency
An LLC "that does not file or refuses to file its annual report within the time prescribed is subject
to a penalty of fifty-five dollars" (§ 47-34A-212(b)), and it stops being in good standing. That is
the first step, not the last: if the report is still not delivered within 60 days after it is
due — or fees or penalties go unpaid 60 days after they come due — the Secretary of State may begin
administrative dissolution (§ 47-34A-809).
Dissolution, reinstatement, and cure
Sixty days past due is the trigger for administrative dissolution (§ 47-34A-809). South Dakota is
forgiving about coming back: § 47-34A-811 lets a dissolved LLC "apply to the secretary of state for
reinstatement after the effective date of dissolution," with no outer deadline. To reinstate, the
LLC pays the filing fees for any delinquent annual report plus a $150 reinstatement fee, states
that the grounds for dissolution are gone, confirms its name still complies (§ 47-34A-105), and
attaches a certificate that all taxes owed have been paid. Reinstatement "relates back to" the
dissolution date, so the LLC picks up as if it had never been dissolved — but that relation-back does
not erase the taxes it had to clear or any license that lapsed in the meantime.
What trips people up
- The due date follows your anniversary month, not a statewide date. It is the first day of the
month you formed the LLC; confirm it on the Secretary of State's Business Database. - The fee is $55, not $50. A 2025 amendment (§ 47-34A-212(b)) raised it; older filing-service
pages and one state instructional page still show $50. - Paper costs more. Mailing instead of e-filing adds a $15 processing fee, so $70 total.
- Member-managed LLCs skip the manager list. Section 59-11-24 says a member-managed LLC "need
not" set forth its governors — but every LLC still lists its registered agent and principal office. - Dissolution starts at 60 days late. Not the day after the deadline — § 47-34A-809 gives a
60-day runway before the Secretary of State can move to dissolve.
Common questions
When is my South Dakota LLC's annual report due?
The first day of your anniversary month (the month you formed the LLC) each year. Your first report
is due the year after you form (§ 59-11-25); check your exact date on the Secretary of State's
business search.
How much does it cost?
$55 filed online, or $70 by mail (the $55 fee plus a $15 paper-processing charge). Filing late adds a
$55 penalty (§ 47-34A-212(b)).
What happens if I don't file?
You owe the $55 penalty and lose good standing; if you are still not filed 60 days after the due
date, the Secretary of State can administratively dissolve your LLC (§ 47-34A-809).
Can I bring a dissolved South Dakota LLC back?
Yes, with no deadline: apply for reinstatement, pay the delinquent report fees plus a $150
reinstatement fee, and attach a certificate that all taxes are paid (§ 47-34A-811). Reinstatement
relates back to the dissolution date.
Statutes and sources
- SDCL § 47-34A-211 — LLC annual-report duty, routed to the consolidated rules in §§ 59-11-24 to
59-11-26. https://sdlegislature.gov/api/Statutes/47-34A-211.html (accessed 2026-07-16) - SDCL § 59-11-24 — contents of the annual report, including the member-managed-LLC governor
carve-out. https://sdlegislature.gov/api/Statutes/59-11-24.html (accessed 2026-07-16) - SDCL § 59-11-25 — timing: first report the year after authorization, same date each year.
https://sdlegislature.gov/api/Statutes/59-11-25.html (accessed 2026-07-16) - SDCL § 47-34A-212 — fees: $55 reporting fee and $55 non-filing penalty (raised by 2025 S.L.
ch. 189). https://sdlegislature.gov/api/Statutes/47-34A-212.html (accessed 2026-07-16) - SDCL § 47-34A-809 — grounds for administrative dissolution 60 days after a missed report or
unpaid fees. https://sdlegislature.gov/api/Statutes/47-34A-809.html (accessed 2026-07-16) - SDCL § 47-34A-811 — reinstatement: $150 fee, tax-clearance certificate, relation-back to the
dissolution date. https://sdlegislature.gov/api/Statutes/47-34A-811.html (accessed 2026-07-16) - South Dakota Secretary of State — File an Annual Report — online portal and the $15 paper-
processing fee. https://sosenterprise.sd.gov/BusinessServices/Business/AnnualReportInstr.aspx (accessed 2026-07-16)
Source links
Every statute quoted above, linked, with the date we checked it.
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