LLC compliance continuity plan

Summary of key findings (concise): - Federal compliance: LLCs need an EIN (IRS) where applicable; employer tax and withholding rules apply if you have employees; FinCEN BOI reporting (Corporate Transparency Act) requires many reporting companies to submit initial BOI reports (most initial filings had a March 21, 2025 deadline; ongoing updated/corrected reporting required when information changes).

FinCEN e-filing is free. - State compliance (common elements): Most states require maintaining a registered agent, periodic filings (annual reports/Statements of Information/Periodic Reports) and related fees; some states also impose franchise taxes or flat annual fees.

Penalties and risk of administrative dissolution/suspension follow noncompliance. State requirements vary — look up the Secretary of State for the specific state. - Representative state examples collected: California — $800 annual LLC tax, Statement of Information filing and SOS penalties (example: $250).

Delaware — flat annual franchise fee (example referenced: $300 annual fee due by June 1). Texas — franchise tax and public information report due annually (example: May 15).

Florida and others require annual reports and fees; Ohio does not require yearly reports; Pennsylvania has a decennial report every ten years. - Continuity & succession provisions: Operating agreements should explicitly address member death/incapacity, admission of heirs, buy-sell terms, rights of first refusal, valuation method (book value, appraisal, earnings multiple), and funding mechanisms (life insurance, installment buyouts, corporate cash reserves).

Include disability insurance and periodic review of buy-sell language in light of recent case law/IRS decisions that may affect insurance treatment. - Practical continuity checklist: maintain a living continuity plan (critical function mapping; contact lists; delegated authorities; bank account signatories and access, including digital credentials and password vaults; list of licenses/permits; tax filing calendar; registered agent contact; BOI filing status; insurance policies; succession and buy-sell documents; emergency communication plans; regular review schedule).

Use automated reminders and a retained registered-agent or compliance service when helpful. - Templates and resources: FEMA non-federal continuity plan template for plan structure; SBA registration and BOI guidance; state Secretary of State and Franchise Tax Board pages for state-specific filing rules and fees; legal guides (LegalGPS, LittletonLegal, NCH) for operating-agreement clauses and succession planning examples.

Summary of key findings (concise): - Federal compliance: LLCs need an EIN (IRS) where applicable; employer tax and withholding rules apply if you have employees; FinCEN BOI reporting (Corporate Transparency Act) requires many reporting companies to submit initial BOI reports (most initial filings had a March 21, 2025 deadline; ongoing updated/corrected reporting required when information changes).

FinCEN e-filing is free.

- Representative state examples collected: California — $800 annual LLC tax, Statement of Information filing and SOS penalties (example: $250). Delaware — flat annual franchise fee (example referenced: $300 annual fee due by June 1).

Texas — franchise tax and public information report due annually (example: May 15). Florida and others require annual reports and fees; Ohio does not require yearly reports; Pennsylvania has a decennial report every ten years.

• State compliance (common elements): Most states require maintaining a registered agent, periodic filings (annual reports/Statements of Information/Periodic Reports) and related fees; some states also impose franchise taxes or flat annual fees. Penalties and risk of administrative dissolution/suspension follow noncompliance. State requirements vary — look up the Secretary of State for the specific state.
• Continuity & succession provisions: Operating agreements should explicitly address member death/incapacity, admission of heirs, buy-sell terms, rights of first refusal, valuation method (book value, appraisal, earnings multiple), and funding mechanisms (life insurance, installment buyouts, corporate cash reserves). Include disability insurance and periodic review of buy-sell language in light of recent case law/IRS decisions that may affect insurance treatment.
• Practical continuity checklist: maintain a living continuity plan (critical function mapping; contact lists; delegated authorities; bank account signatories and access, including digital credentials and password vaults; list of licenses/permits; tax filing calendar; registered agent contact; BOI filing status; insurance policies; succession and buy-sell documents; emergency communication plans; regular review schedule). Use automated reminders and a retained registered-agent or compliance service when helpful.
• Templates and resources: FEMA non-federal continuity plan template for plan structure; SBA registration and BOI guidance; state Secretary of State and Franchise Tax Board pages for state-specific filing rules and fees; legal guides (LegalGPS, LittletonLegal, NCH) for operating-agreement clauses and succession planning examples.