Washington: LLC Annual and Biennial Report Requirements

Requirements one by one

Periodic report obligation

Washington LLCs file an annual report with the Secretary of State's Corporations & Charities
Division. The requirement sits in RCW 25.15.106, which routes every domestic and registered
foreign LLC to the Uniform Business Organizations Code's reporting section, RCW 23.95.255. The
report keeps the state's record of your LLC current — its agent, addresses, and governors — and
filing it on time is what maintains the LLC's active status.

Frequency and first report

There are two filings to keep straight. A one-time initial report is due within 120 days
of forming the LLC (or, for a foreign LLC, of registering) under RCW 23.95.255(1). After that,
an annual report is due every year. A newly formed LLC therefore files once soon after
formation, then settles into the yearly cycle.

Due date and filing window

The annual report is due by the last day of the LLC's anniversary month — the month it was
first formed or registered — and it can be filed as early as 180 days before that date
(WAC 434-112-060). The Secretary of State sends a reminder 30 to 90 days ahead, but RCW
23.95.255(7) is explicit that failing to receive the notice does not excuse the filing.

Filing office and method

File with the Washington Secretary of State, online through the Corporations and Charities
Filing System (CCFS) at sos.wa.gov, or on the paper Annual Report form. Recent filings must
include valid email addresses for the registered agent and principal office.

Required information

RCW 23.95.255(2) lists the contents: the LLC's name and jurisdiction of formation; the
registered agent's name and street and mailing addresses; the principal office's street and
mailing addresses; the names of the LLC's governors (its members or managers); a brief
description of the business; and the entity's Unified Business Identifier (UBI) number. If
the report lists a registered agent different from the one on file, that difference is treated
as a statement of change (RCW 23.95.255(6)).

Filing fee and related charges

The fee is $70 for a for-profit entity, including an LLC (Washington Secretary of State fee
schedule, as of July 16, 2026). Keep it separate from Washington's business and occupation
(B&O) tax, which the Department of Revenue collects on its own schedule — paying one does not
satisfy the other.

Late fee and delinquency

Miss the deadline and the LLC is marked delinquent; the Secretary of State adds a penalty
fee set by rule (RCW 23.95.615(2)). The more serious clock is dissolution: under RCW
23.95.605, an LLC that does not deliver its annual report within 120 days after it is due,
or does not pay a required fee, is subject to administrative dissolution.

Dissolution, reinstatement, and cure

When a ground for dissolution exists, RCW 23.95.610 has the Secretary of State serve notice; if
the LLC does not cure within 60 days, the state issues a statement of administrative
dissolution. Reinstatement is available under RCW 23.95.615 for up to five years: the LLC
applies, pays all the annual fees that would have come due during the dissolution plus a penalty
and the current-year fee, and — once reinstated — is treated as if the dissolution "had never
occurred."

What trips people up

• Forgetting the initial report. The 120-day initial report (RCW 23.95.255(1)) is separate
  from the yearly one and easy to miss right after formation. It is one of the grounds that can
  put a brand-new LLC on the path to administrative dissolution.
• Assuming the reminder is the trigger. The Secretary of State's 30-to-90-day notice is a
  courtesy; the deadline is the last day of your anniversary month whether or not the notice
  reaches you (RCW 23.95.255(7)). Calendar the month, not the postcard.
• The 120-day dissolution window. Being a little late means delinquency and a penalty fee.
  Being more than 120 days late past the due date is what exposes the LLC to administrative
  dissolution under RCW 23.95.605 — a much larger problem than the fee.

Common questions

When is my Washington LLC's annual report due?
By the last day of the month in which your LLC was formed or registered, every year. You can file
up to 180 days early through the CCFS portal (WAC 434-112-060).

How much is the Washington annual report, and is there a separate tax?
The report fee is $70 for an LLC. Washington's business and occupation tax is a separate
obligation administered by the Department of Revenue — the $70 report does not cover it.

What happens if I file late?
The LLC is marked delinquent and owes a penalty fee. If the report is still not filed within 120
days after the due date, the Secretary of State can administratively dissolve the LLC
(RCW 23.95.605).

My Washington LLC was administratively dissolved — can I reinstate it?
Yes, within five years. Under RCW 23.95.615 you file a reinstatement application and pay the back
annual fees, a penalty fee, and the current-year fee; the reinstatement relates back as if the
dissolution never happened. It does not erase separate tax obligations.

Statutes and sources

• RCW 25.15.106 — requires every domestic and foreign LLC to file initial and annual reports
  in accordance with RCW 23.95.255.
  https://app.leg.wa.gov/RCW/default.aspx?cite=25.15.106 (accessed 2026-07-16)
• RCW 23.95.255 — initial report within 120 days, annual report contents, the
  Secretary-of-State-set due date, and the reminder notice.
  https://app.leg.wa.gov/RCW/default.aspx?cite=23.95.255 (accessed 2026-07-16)
• RCW 23.95.605 — grounds for administrative dissolution, including an annual report more
  than 120 days overdue or an unpaid fee.
  https://app.leg.wa.gov/RCW/default.aspx?cite=23.95.605 (accessed 2026-07-16)
• RCW 23.95.610 — the notice and 60-day cure before administrative dissolution.
  https://app.leg.wa.gov/RCW/default.aspx?cite=23.95.610 (accessed 2026-07-16)
• RCW 23.95.615 — reinstatement within five years, back fees plus penalty, and relation-back.
  https://app.leg.wa.gov/RCW/default.aspx?cite=23.95.615 (accessed 2026-07-16)
• Washington Secretary of State — Filings, Forms & Information — the $70 LLC annual-report
  fee and the last-day-of-anniversary-month due date (file up to 180 days early).
  https://www.sos.wa.gov/corporations-charities/business-entities/filings-forms-information (accessed 2026-07-16)