Michigan LLC filing: a $50 formation, a February 15 annual statement, and the first-year skip nobody tells you about

Every figure on this page comes from LARA, Michigan’s Department of Licensing and Regulatory Affairs, or from the Michigan Limited Liability Company Act. Not from an aggregator. Michigan’s filing rules are cheap and simple, with two quirks that catch owners out: the annual statement falls on a fixed calendar date rather than your formation anniversary, and depending on when you form, your first one may not be due for over a year. Both are easy to miss, and missing them is how a good-standing LLC quietly falls out of good standing.

Forming the company

Formation is one filing and one of the lowest fees in the country.

Michigan forms an LLC on Articles of Organization filed with LARA for $50, among the lowest formation fees anywhere.

You create a Michigan LLC by filing the Articles of Organization, form CSCL/CD-700, with LARA’s Corporations Division, online through the MiBusiness Registry or by mail, under MCL 450.4203. The fee is $50. The articles must name a resident agent with a Michigan street address; Michigan says “resident agent” where most states say registered agent, but the role is the same, receiving legal and state documents for the company. Expedited processing is available for an added fee that scales with speed, from same-day to one-hour service, if you need the company formed fast. Michigan does not require newspaper publication.

Members and managers do not have to be named in the articles, which gives a Michigan LLC some formation privacy, covered on the structure and cost page.

The annual statement, and its two traps

Michigan calls the yearly filing an annual statement, not an annual report, and it is where the calendar quirks live.

Michigan’s annual statement is due February 15 every year, a fixed date that has nothing to do with when you formed.

Every Michigan LLC files an annual statement, form CSCL/CD-2700, by February 15 each year, for a $25 fee, under MCL 450.4207. Unlike states that key the deadline to your formation anniversary or to year-end, Michigan uses one fixed date for all LLCs, so February 15 is the number to put on the calendar regardless of when you organized. The statement is short, confirming the company’s resident agent, registered office, and basic information. A professional LLC files the same statement for a higher fee.

The second quirk is the one that surprises new owners.

An LLC formed after September 30 skips the next February 15 and does not file its first annual statement until the year after.

Under the Act, an LLC formed, or a foreign LLC authorized, after September 30 does not have to file a statement on the February 15 immediately following formation. Form on November 1, 2025, and your first annual statement is not due February 15, 2026, but February 15, 2027. This is a real grace built into the statute, not an oversight, and the danger is the reverse of what you would expect: an owner who correctly skips the first February 15 can lose track and then miss the one that actually counts a year later. Michigan does not offer a generous cure. Falling behind puts the LLC out of good standing, and sustained non-filing leads toward administrative dissolution, so confirm the exact penalty and dissolution timeline with LARA before letting a deadline slide.

What you pay the state over time

The recurring cost of a Michigan LLC is small, and there is no franchise line.

The recurring state cost of a Michigan LLC is the $25 annual statement, because Michigan levies no franchise tax on a pass-through LLC.

Michigan imposes no franchise tax on a pass-through LLC and no separate net-worth or entity-level renewal charge. The $25 annual statement is the only recurring state fee, on top of resident-agent costs if you pay for that service. Income tax flows through to the members at Michigan’s flat 4.25% rate, with the corporate income tax reaching only LLCs that elected C-corporation treatment, and the details of the state tax overlay, including the elective flow-through entity tax, sit on the structure and cost page.

Foreign registration and winding down

An LLC formed in another state that transacts business in Michigan registers here as a foreign entity through LARA and then files the same February 15 annual statement as a domestic LLC. The internal-affairs rule on the structure and cost page governs which state’s law runs the company; registration is what makes operating in Michigan lawful, not a change of governing law. Amendments, resident-agent changes, and similar updates are filed with LARA on the corresponding forms, and a closing LLC files a certificate of dissolution and winds up its affairs.

Why the sourcing matters

One discipline runs under this page, and it is a large part of what this site is for.

A filing figure that several websites agree on can be several copies of one stale fee, which is why every number here traces to LARA or the Act.

Fees and deadlines drift, and the wrong number is often an old correct number that never got updated, or a figure copied from an adjacent line. Every figure on this page is dated, comes from LARA or the Michigan LLC Act, and carries the verification date below. When a fee or a rule changes, the fix is to read the state’s own schedule again, not to average what the aggregators publish. Where a specific penalty amount or timeline was not confirmed directly against LARA, this page says so rather than guessing.

The bottom line

A Michigan LLC forms on Articles of Organization, form CSCL/CD-700, filed with LARA for $50, one of the lowest formation fees in the country, with no newspaper publication required.

The annual statement is $25, due February 15 every year, a fixed calendar date rather than your formation anniversary.

An LLC formed after September 30 skips the next February 15 and first files the year after, which is easy to lose track of before the deadline that counts.

Michigan levies no franchise tax on a pass-through LLC, so the $25 annual statement plus pass-through income tax at 4.25% is the recurring state cost.

A foreign LLC operating in Michigan registers with LARA and then files the same February 15 annual statement as a domestic LLC.

What this page does not cover

This page is about fees, forms, and deadlines. How creditors reach a member’s interest, the exclusive-remedy charging order, and the entireties shield are on the protection page. The default governance rules and the minority-member rights you cannot waive are on the governance page. Where the entity lives, the missing series LLC, the transfer tax, and the property-tax uncapping are on the structure and cost page.

Last verified August 2026.