Searching for a New York LLC annual report leads to a surprise: the state has none for LLCs. New York requires a Biennial Statement every two years instead. Updated for 2026, this guide covers the fee, deadline, and filing steps, alongside our New York LLC formation guide.
Why New York LLCs File a Biennial Statement Under §301(e)
New York does not require an annual report for LLCs; it requires a Biennial Statement filed every two years. The rule sits in Section 301(e) of the New York Limited Liability Company Law, and it covers both domestic and foreign LLCs.
The filing goes to the New York Department of State, specifically its Division of Corporations, State Records and Uniform Commercial Code. Corporations file a similar statement under Business Corporation Law §408, but that's a separate provision; LLCs use §301(e).
So “annual report” is a common search, yet it doesn't match an actual New York filing. Anyone running a New York LLC files the Biennial Statement, and getting the name right is step one toward filing on time.
I see the same mistake again and again in New York. The Biennial Statement is only $9, which makes it one of the cheapest state compliance filings in the country, but it is also one of the easiest to miss.
A lot of owners search for a “New York annual report”, do not find anything under that name, and assume they do not owe the state anything. Then two years later, they discover the Department of State has marked the LLC as past due.
What the Biennial Statement Updates: Your Service-of-Process Address
The Biennial Statement has one statutory job. It confirms the post office address where the New York Secretary of State mails any legal process accepted on behalf of your LLC.
Here's why that matters. New York LLC Law §301 names the Secretary of State as your LLC's agent for service of process, so when someone sues your LLC, the papers can land there first.
A stale address means you'll likely never see the lawsuit. Every domestic and foreign LLC has to keep this current; if yours uses a commercial agent, our guide to the best registered agents in New York explains how that designation fits the service-of-process system.
When the New York Biennial Statement Is Due: Your Anniversary Month
New York doesn't set one statewide deadline like May 1 or December 31. Your anniversary month controls the due date, and it is tied to your own formation paperwork.
The statute is exact. The Biennial Statement is due in the calendar month during which your Articles of Organization or Application for Authority was filed, or the effective date month if one was stated, per the Department of State's biennial filing rules. It then repeats every two years.
Formation Year Sets Your Filing Cycle
New York has no universal odd-year or even-year rule. Whether you file in odd or even years depends entirely on when your LLC was created or authorized.
| LLC formed or authorized | First Biennial Statement | Next filing |
|---|---|---|
| March 15, 2024 | March 2026 | March 2028 |
| July 1, 2025 | July 2027 | July 2029 |
| January 10, 2026 | January 2028 | January 2030 |
Worth flagging: there's no separate initial report right after formation. Your first Biennial Statement arrives two years out, in the anniversary month set by your filing date or its stated effective date.
Confirm Your Month in the DOS Entity Database
Not sure of your exact formation date? The Corporation and Business Entity Database settles it, showing your Initial DOS Filing Date and your exact entity name.
Pull both before you file, since the portal matches them against state records. Our New York LLC lookup walkthrough shows how to read the database fields, including the DOS ID you'll need next.
New York Biennial Statement Filing Fee: $9, No Expedited Option
The filing fee is $9. It's flat, identical for domestic and foreign LLCs, and the Department of State takes MasterCard, Visa, and American Express for online payment.
One catch sets New York apart. Expedited handling isn't available for the Biennial Statement, even though the Department of State offers rush processing on many of its other filings.
At $9, the fee is rarely the problem; the deadline is. If you're still mapping out formation costs, our breakdown of New York LLC costs puts this small line item next to everything else.
How to File the Biennial Statement via the e-Statement Filing Service
Most LLC owners file in a few minutes online. New York keeps two routes open, and here's how each one works.
Filing Online Through the e-Statement Service
The e-Statement Filing Service is the state's online portal, open Monday through Friday, 6:00 a.m. to 7:30 p.m. Eastern Time, except legal holidays. Have your exact entity name and DOS ID ready, then work through these steps:
- Go to the e-Statement Filing Service and start a new Biennial Statement.
- Enter your exact entity name and DOS ID number to pull up your LLC's record.
- Review and update the service-of-process mailing address shown on screen.
- Enter the filer's name, title, and email address; this information becomes part of the public record.
- Check the summary screen carefully, since errors here mean a corrective filing later.
- Pay the $9 fee with a credit or debit card to submit.
Online filings typically post to the public record within a few business days; paper filings take longer. That's quicker than the setup process itself; our guide on how long a New York LLC takes to form covers those timelines. Save your filing confirmation either way.
Requesting a Paper Form by Mail
Can't file online? New York will mail a paper form on request from the Statement Unit at the Division of Corporations.
Write to the Statement Unit at One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231-0002, and include your exact LLC name plus either your formation date or DOS ID number. Most owners handle the $9 filing themselves, though anyone who'd rather hand off ongoing compliance can weigh providers in our New York LLC service reviews.
I regularly see New York LLC owners get tripped up by two small filing rules that feel minor at first, but create unnecessary delays or privacy problems later.
New York will not accept a Biennial Statement before the calendar month in which it is due. If a January LLC tries to file in November, the Department of State will reject it. I always tell clients to file during the anniversary month, not before.
The name and email address of the person who files the statement go into the public record. Because of that, I tell clients never to use a throwaway email or an address they may lose access to before the next filing cycle.
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Exact Name, DOS ID, and the Address You'll Need to File
The Biennial Statement asks for less than people expect. Before you open the portal, gather a short set of items:
- Your exact entity name, matching state records letter for letter
- Your DOS ID number, from the entity database
- The service-of-process mailing address you want on file
- The filer's name, title, and email for the public record
Notice what's missing. Member names, manager names, NAICS codes, and EINs aren't Biennial Statement fields; the LLC filing centers on the service-of-process address, which is what §301(e) requires.
Need a formal change to your registered agent or service address? That runs through a separate Certificate of Change under LLC Law §211-A, a $30 filing, or a Certificate of Amendment at $60. Keeping your New York LLC operating agreement current is smart too, even though the state filing doesn't collect member details.
Past-Due Status, Certificate of Status, and Why There Is No Late Fee
Here's the thing competitors often get wrong. New York charges no monetary late fee for a missed LLC Biennial Statement, and official Department of State guidance doesn't describe automatic administrative dissolution for one either.
What does happen is a status problem. Your LLC gets flagged as past due in Department of State records, and any Certificate of Status or status letter you request will show it. Lenders and buyers ask for that certificate, so the flag can stall a loan or a deal.
There's a quieter risk too. A stale service-of-process address raises the odds of a default judgment, because legal papers sent to an old address may never reach you.
The fix is straightforward. File the overdue Biennial Statement, online or by paper request, and the past-due status clears. For a past-due Biennial Statement on its own, there's no separate reinstatement form or fee, and the LLC stays active throughout, which is the short version of why “good standing” is easier to restore here than in many states.
In my experience, the past-due flag on a New York Biennial Statement usually stays invisible until the worst possible moment. Owners often assume that because there is no separate late fee, the issue is not urgent.
I had a client discover the problem in the middle of a closing, when the buyer’s attorney requested a Certificate of Status and found the LLC marked delinquent.
- What triggered the issue: the attorney checked the LLC’s status during the transaction.
- What the client learned: the Biennial Statement had not been filed, so the state record showed the company as past due.
- What the fix cost: only a $9 filing.
- What the real damage was: the transaction was delayed by 2 weeks.
Biennial Statement vs Form IT-204-LL: Two Separate New York Filings
New York runs two recurring filings for many LLCs, and it's the single most common source of confusion. The Biennial Statement is an entity filing; Form IT-204-LL is a tax filing.
Form IT-204-LL is the New York annual filing fee form, handled by the Department of Taxation and Finance under Tax Law §658(c)(3). Certain LLCs, LLPs, and partnerships owe it every year, and the amount scales with New York-source gross income.
| Filing | Agency | Frequency | Cost |
|---|---|---|---|
| Biennial Statement | Department of State | Every 2 years | $9 |
| Form IT-204-LL | Department of Taxation and Finance | Annual | $25 to $4,500 |
Two more items don't fit either filing. New York's separate publication requirement applies once after formation, and the New York LLC Transparency Act, effective January 1, 2026 under LLC Law §§1106 to 1108, adds beneficial ownership disclosure for certain non-exempt foreign-country LLCs authorized in the state.
New York LLC Biennial Statement: Common Filing Questions
These questions come straight from what New York LLC owners search after the “annual report” mismatch sends them digging. Each answer ties back to the official Department of State rule.
Is the New York Biennial Statement the same as an annual report?
Functionally yes, technically no. It does the job an annual report does in other states, but New York files it every two years and calls it a Biennial Statement. Search the state's site with the official term and you'll reach the right page faster.
What year does my New York LLC file its Biennial Statement?
It depends on your formation or authorization year, not a statewide cycle. An LLC formed in 2024 files in 2026 and 2028; one formed in 2025 files in 2027 and 2029, always during its anniversary month.
Can I file my New York Biennial Statement before my anniversary month?
No. The Department of State won't accept a Biennial Statement before the calendar month it's due. You can file during that month or after, just not ahead of it.
Does New York send a reminder when the Biennial Statement is due?
Only if you opt in. The Department of State emails a due-month notice to entities that registered an address through its Email Address Submission and Update Service. Skip that step and no reminder arrives.
Can I update my registered agent on the New York Biennial Statement?
Not reliably. A formal change to your service-of-process address or registered agent designation goes through a Certificate of Change under LLC Law §211-A, a $30 filing. Treat the Biennial Statement as a confirmation, not the tool for that change.
Is Form IT-204-LL the same as the New York Biennial Statement?
No. Form IT-204-LL is an annual tax filing fee paid to the Department of Taxation and Finance, separate from the $9 Biennial Statement filed with the Department of State. Plenty of LLCs owe both.
- New York DOS: Beneficial Owner Disclosure
- New York DOS: Biennial Statements for Corporations and LLCs
- New York DOS e-Statement Filing Service
- New York Limited Liability Company Law §301
- New York DOS: Corporations and Business Entities FAQ
- New York DOS: Fee Schedules
- New York Department of Taxation and Finance: Partnership, LLC, and LLP Annual Filing Fee
Looking for an overview? See New York LLC Services
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Harbor Compliance helps New York LLC owners track biennial statement deadlines, manage filing details, and stay on top of ongoing state compliance requirements.
