Home > business, business law, startups > Reminder for Michigan Limited Liability Companies on Upcoming Filing Deadline. Stay in Good Standing and Maintain your Corporate Formalities.

Reminder for Michigan Limited Liability Companies on Upcoming Filing Deadline. Stay in Good Standing and Maintain your Corporate Formalities.

Happy #ThrowbackThursday.


Some (maybe all of you) may be wondering about my choice of including this photo – 2016-09-22-07-53-56it is me, years ago, dressed as Sparty for the MSUvUofM game. I thought it pertinent, given the topic of this e-mail is maintaining your business “liability shield” and as everyone knows, Sparty is the greatest warrior/mascot of all time. (You have to admit, there’s at least a loose connection.)

Today I received an e-mail from The Michigan Department of Licensing and Regulatory Affairs (“LARA”) reminding that all annual statements and reports for LLCs and PLLCs are due February 15, 2017.

Per LARA’s announcement:

“Annual statements and annual reports can be filed online at www.michigan.gov/fileonline.

The statements and reports must be filed online by February 15, 2017, or if mailing instead, received by February 15, 2017. Late filing penalties will be assessed for 2017 annual statements and annual reports for professional limited liability companies received after February 15, 2017.”

Consequences for Failing to File:

LARA also reminds that:

“Section 909(2) of the Michigan Limited Liability Company Act, 1993 PA 23, provides that if a domestic or foreign professional limited liability company does not file the annual report by February 15, then in addition to its liability for the fee, a $50.00 penalty is added to the fee.”

Is your LLC in Good Standing?

Occasionally I will have a business client come in and I will ask – just to make sure – “is your business still in good standing?”

The common answer is “I think so.”

And of course, after I perform a quick internet check with the State of Michigan it is all too common that I discover that either the LLC is “not in good standing” or worse, the company has been dissolved automatically for failure to file annual statements.

A Word on Resident Agents:

My law firm is happy to provide our business clients with resident agent services. One of the benefits of an LLC is that it provides its owners a level of privacy protection.

Michigan law requires Limited Liability Companies to have appointed a Resident Agent.

MCL 450.4207(1)(b) requires an LLC to have a resident agent. A person, or business with a physical presence in the State of Michigan.

Michigan law does not require that an “owner” of the LLC be the resident agent.

“The resident agent appointed by a limited liability company is an agent of the company upon whom any process, notice, or demand required or permitted by law to be served upon the company may be served.” MCL 450.4207(1)(b).

Many of my real estate investment clients will utilize my law firm as resident agent when filing their articles of organization with the State of Michigan.

In Conclusion:

Business owners, if you get these annual statements from the State of Michigan, or from your attorney – do not disregard them! Maintain your Corporate Formalities.

Questions? Comments?

E-mail: Jeshua@dwlawpc.com


Twitter: @JeshuaTLauka

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