The $9 Filing New York Runs On
New York does not have an annual report. It has a Biennial Statement, and at $9 it is the cheapest recurring state filing any American business is likely to encounter. The statement goes to the New York Department of State, Division of Corporations, and it is filed once every two years in the calendar month in which the entity was originally formed or, for a company from elsewhere, the month its Application for Authority was granted. Filing runs through the Department of State e-filing system at dos.ny.gov.
Nine dollars every two years works out at four dollars and fifty cents a year, which is less than the cost of the postage most states would have charged you. The price is the reason the filing gets missed. Nothing that costs $9 registers as an obligation, no invoice arrives to remind you, and the sanction for ignoring it is not the sort that shows up in a bank statement.
Which years you file in
The cycle is set by the formation year, not by a state-wide schedule. An LLC formed in March 2021 files in March 2023, March 2025 and March 2027. A corporation authorized in August 2020 files in August 2022, August 2024 and August 2026. Odd-year entities file in odd years, even-year entities in even years, and the month never moves. That means a company holding several New York entities formed in different years carries two separate rhythms, which is the commonest reason a group with a clean record on one entity has a Past Due record on another.
Who files a biennial statement
Domestic LLCs, domestic business corporations, and every foreign LLC or corporation authorized to do business in New York. A Delaware corporation with a New York Application for Authority files a New York Biennial Statement in its own name and pays the same $9, and its Delaware filings do nothing for that obligation. Getting authorized in the first place is covered in our New York foreign qualification guide. Sole proprietors and general partnerships that never filed with the Department of State have no statement to file, though an assumed name certificate has its own rules and is covered in our New York assumed name guide. The statement itself is broken down field by field in our dedicated New York biennial statement guide.
Fees, Timing, and the Four Lines on the Form
New York Biennial Statement at a Glance
| Item | Value |
|---|---|
| Report name | Biennial Statement |
| Filing frequency | Every two years |
| Deadline | The end of the anniversary month, in the filing year |
| LLC filing fee | $9 |
| Corporation fee | $9 |
| Late penalty | None; the record moves to Past Due |
| Processing time | 1-3 business days |
| Filing portal | dos.ny.gov |
| Filing agency | New York Department of State |
What the statement asks for
The form is short enough to complete from memory. New York asks for the name and business address of the chief executive officer, the street address of the principal executive office, the address to which the Department of State should forward any process it receives on the entity's behalf, and confirmation of the entity's name and DOS identification number. There is no financial information and no ownership schedule.
The forwarding address is the line that matters most and the line most often left stale. In New York the Department of State is itself the agent for service of process on every LLC and corporation, and it forwards whatever it receives to the address you last gave it. If that address is a closed office or a former accountant, the entity is still treated as properly served, and a claim can proceed to judgment against a business that never saw it. Keeping a commercial agent in place gives you a second, monitored address; our New York registered agent guide explains how the two designations interact, and changing the address on record is covered in our guide to changing a New York agent address.
What the statement does not do
It does not amend the articles of organization or the certificate of incorporation. A name change or a restatement takes a Certificate of Amendment at $60, covered in our New York amendment guide. It also has nothing to do with the entity's tax filings, which run through a different state agency on a different calendar. Confusing the two is the single most frequent New York filing error, and the total picture of what a New York entity pays each year is set out on our New York annual report cost page.
File your annual report
If you would rather not do this yourself, we pull your record from the state, prefill every field, and track next year's deadline. Or keep reading and file it on your own. This guide covers everything you need either way.
What Happens When a Biennial Statement Goes Unfiled
New York is unusually mild about this filing and unusually easy to underestimate because of it. There is no late fee. There is no interest. Most importantly, and unlike almost every other state, New York does not administratively dissolve an LLC or a corporation for failing to file its Biennial Statement. The entity stays on the register indefinitely. What changes is its status.
The penalty arithmetic across three missed cycles
Miss one cycle and the entity owes $9 and is marked Past Due on the Division of Corporations record. Miss two cycles, which is four years, and it owes $18. Miss three cycles, which is six years, and it owes $27. That is the entire monetary exposure, and it is why the arithmetic here is the wrong place to look for the consequence.
The real cost is the certificate you cannot get
A Past Due entity cannot obtain a Certificate of Status, which New York issues at $25 and which is the document a lender wants before it funds, a landlord wants before it signs, an acquirer wants in the disclosure schedule, and another state's filing office wants before it grants a certificate of authority. Our New York certificate of status guide covers what it proves. The pattern is always the same: the $9 is discovered in the middle of a transaction, three days before a closing, by a lawyer who cannot get the certificate the deal requires.
Getting current is called Restoration to Active Status. There is no deadline on it, which is genuinely generous, but the Department will not restore an entity whose state franchise tax position is unresolved, so the outstanding statements at $9 each are joined by tax clearance, and clearance means returns for every period including the ones with no activity. That accounting work, not the $27, is the bill. Our reinstatement service is $249 plus state fees, and the sequence is set out in our New York reinstatement guide. Closing an entity deliberately costs $60 on Articles of Dissolution and is covered in our New York dissolution guide.
Three New York Filings in Practice
Example 01: a Brooklyn single-member LLC on schedule
A translator formed a single-member LLC in Brooklyn in September 2021, which puts her on odd years and a September month. Action taken: in the first week of September 2025 she opened the e-filing system, confirmed herself as chief executive officer, updated the process forwarding address after moving apartment in 2024, and paid. Real cost: $9 to the Department of State. Timeline: six minutes, accepted inside the 1-3 business day window. Outcome: an active record and a correct forwarding address, which matters more for her than the $9, because she is the only person who would ever see a claim sent to it. Her written operating agreement, which New York requires of every LLC rather than merely recommending, is covered in our New York operating agreement guide.
Example 02: a corporation correcting its chief executive line
A Queens food distribution corporation formed in 2018 had listed its founder as chief executive officer. He stepped back to the board in 2023 and his successor was never recorded, because the next statement was not due until August 2026. Action taken: the 2026 statement named the new chief executive with her business address, corrected the principal executive office to the warehouse the company had moved into, and reset the process forwarding address from a former bookkeeper to the company's own counsel. Real cost: $9, with no separate charge for the changes, because the statement is the mechanism that records them. Timeline: filed 11 August, accepted in two business days. Outcome: when the company applied for an equipment line in October, the lender's Division of Corporations search returned a chief executive who matched the signature on the loan documents, and no explanatory letter was required.
Example 03: a foreign-qualified LLC in three states
A Connecticut LLC in facilities management holds New York and New Jersey authorizations taken out to serve regional accounts. The three obligations have nothing in common. Action taken: the recurring filings were put on one calendar, with the New York statement at $9 every second year in its March anniversary month, the New Jersey annual report at $75 on the last day of its own anniversary month, and the Connecticut obligation tracked on its own date. Real cost: $84 in a New York filing year and $75 in the off year, of which New York is around a tenth. Timeline: about 20 minutes a year across all three. Outcome: no lapse in four years, and no repeat of 2021, when a New York Certificate of Status could not be issued for a bid submission because a $9 statement had been sitting unfiled for eighteen months. The multi-state view sits in , and the calendar itself in our compliance calendar.
Five Mistakes on a New York Biennial Statement
Mistake 1: Waiting for a bill that never arrives
What it is: assuming the Department of State will send an invoice or a reminder in the anniversary month. Why it happens: most recurring costs in a business announce themselves, and $9 is too small to have been budgeted for. Consequence: the month passes, the entity goes Past Due, and nobody learns about it until a certificate is needed. Prevention: put the month and the filing years in the entity file, and do not rely on state correspondence, which in any case goes to whatever forwarding address you last supplied.
Mistake 2: Filing in the wrong year of the cycle
What it is: filing annually, or filing in the even year when the entity belongs to the odd year. Why it happens: two-year rhythms do not map onto annual habits, and a group holding entities formed in different years runs two cycles at once. Consequence: a payment made in a year with nothing due, and a real miss in the year that counted. Prevention: write the next three due months out in full, by entity, rather than recording the interval.
Mistake 3: Confusing the statement with a state tax filing
What it is: believing the $9 statement was handled because the accountant filed the entity's New York tax returns. Why it happens: both are New York obligations, both recur, and the tax work is the one the owner actually discusses with a professional. Consequence: the Department of State record goes Past Due while the tax position is spotless, and the two are administered by different agencies that do not reconcile each other's records. Prevention: keep the Department of State filing on the entity calendar and the tax filings on the accounting calendar, and check both before assuming either is covered.
Mistake 4: Reading no dissolution as no consequence
What it is: concluding that because New York will not dissolve the entity, the statement can be left indefinitely. Why it happens: the sanction in most states is dissolution, so the absence of it reads as the absence of a penalty. Consequence: an entity that cannot produce a Certificate of Status at the exact moment a bank, a landlord or another state's filing office demands one, with no way to buy speed once the deal clock is running. Prevention: treat the certificate, not the dissolution risk, as the thing the filing protects.
Mistake 5: Leaving a dead process address on file
What it is: leaving a closed office, a former accountant or a lapsed agent as the address to which the Department of State forwards service of process. Why it happens: the address is set once at formation and never revisited, and nothing tests it until something is sent to it. Consequence: the entity is treated as validly served whether or not the mail was read, which is the ordinary route to a default judgment against a company that never saw the claim. Prevention: refresh the forwarding address on every statement, and keep a monitored commercial address there rather than a personal one.
Building a New York Filing Routine
Practice 1: Write down the month and the year parity
A biennial obligation needs both halves recorded. Note the anniversary month and whether the entity files in odd or even years, then write out the next three due dates in full so that an off year confirms rather than cancels the reminder. Groups holding several New York entities should do this per entity, because formation years rarely match.
Practice 2: File in the first week of the month
The window is the whole anniversary month, so filing on the first working day of it costs nothing and buys three weeks of slack. Processing on a clean electronic submission runs 1-3 business days, which is fast by state standards, but it is not fast enough to rescue a filing discovered on the last afternoon of the month.
Practice 3: Check status before you need the certificate
Because the sanction is a status flag rather than a bill, the only way to find it is to look. Pull the Division of Corporations record once a year and read the status line. Anyone running entities in more than one state is better served by compliance monitoring that watches each register continuously, and the underlying formation record is covered in our New York LLC formation guide.
How File.Business Handles New York Biennial Statements
File.Business is a private filing service, not a law firm and not a government agency. For a New York entity we calculate the anniversary month and the filing year from the formation record, pull the current Division of Corporations entry, compare the chief executive, principal office and process forwarding lines against what you tell us is true now, file through the Department of State e-filing system inside the window, pay the $9 fee, and send you the acceptance. Entities in several states run on one calendar from one dashboard. Start at the annual report filing service or read the state detail on the New York annual report page.
New York annual report FAQ
Does New York have an annual report?
No. New York requires a Biennial Statement instead, filed once every two years rather than once a year. It goes to the New York Department of State, Division of Corporations, and the fee is $9 for an LLC and $9 for a corporation.
When is the New York biennial statement due?
During the calendar month in which the entity was originally formed or authorized, in every second year counted from that formation year. An LLC formed in March 2021 files in March 2023, March 2025 and March 2027. The month never changes and the year parity never changes.
What does the New York biennial statement cost?
$9, paid to the Department of State when the statement is submitted. The fee is the same for a domestic LLC, a domestic corporation, and a foreign entity authorized to do business in New York.
What happens if I miss the New York biennial statement?
New York charges no late fee and does not administratively dissolve the entity for missing it. The Division of Corporations record moves to Past Due, and while it stays there the Department will not issue a Certificate of Status, which is the document banks, landlords, acquirers and other states ask for before they will act.
How do I get a Past Due New York entity back to active?
By filing every outstanding Biennial Statement at $9 each and completing Restoration to Active Status. There is no deadline on that process, but the state requires the entity's franchise tax position to be resolved first, which means returns for every period including those with no activity.
Do foreign LLCs need to file a New York biennial statement?
Yes. Any LLC or corporation holding a New York Application for Authority files the Biennial Statement in the month its authority was granted, on the same two-year cycle and at the same $9 fee as a domestic entity. Filings made in the home state do not satisfy the New York requirement.
Let File.Business file your New York biennial statement.
We calculate your anniversary month and filing year, validate every field against the Division of Corporations record, file through the Department of State system, pay the $9 fee, and confirm acceptance. First year of New York registered agent included.
Doing this in New York specifically: New York annual report filing and the New York biennial statement agency page cover the detail for this state, including the current fee and the exact form the agency expects.
This guide is written from the official sources below. Fees, forms, and deadlines change; confirm the current requirement with the agency before you file.
Disclosure. File.Business is a private filing service, not a government agency and not a law firm. We prepare and submit filings at your direction, and nothing on this page is legal or tax advice. Filing fees, deadlines, and statutory references are current as of the last-updated date shown above and can change. Confirm current requirements with the relevant state agency before you file.
