Alaska Foreign Registration / Biennial report
The Alaska biennial report for a foreign LLC
Once registered, a foreign LLC in Alaska files a biennial report every second year for $200, due before January 2 of the filing year, and the year of registration decides whether the report falls in even or odd years. Miss the January 2 date and the LLC is delinquent if the report is not filed before February 1, at which point a late charge applies. The registration can be revoked if the gap goes uncorrected.
The report at a glance
- Name
- Biennial report (Alaska Division of Corporations)
- Fee
- $200
- Due
- Before January 2 of the filing year
- Delinquent after
- February 1
- Late charge
- $25 for each year or part of a year, plus $20
- Ways to file
- Online, or hard copy, never both
- Law
- AS 10.50.750 to 10.50.765
What the report contains
The statute lists the content: the company's name and the state or country where it is organized, the address of the registered office and the name of the registered agent, the home principal office address, the names and addresses of the managers (or members, if there are no managers), and each person owning 5 percent or more with the percentage held (AS 10.50.755). The report cannot change the agent. Agent changes go on the Statement of Change form instead.
Which years you report
| Registered during | Reports in | Due |
|---|---|---|
| An even-numbered year | Every even-numbered year after | Before January 2 of that year |
| An odd-numbered year | Every odd-numbered year after | Before January 2 of that year |
The statute states the rule this way: a foreign LLC registering in an even-numbered year reports in even-numbered years, and one registering in an odd-numbered year reports in odd-numbered years. An LLC registered in the spring of an even year is therefore not asked for a report that January, since it had not yet registered. Its first report comes the next even January. That puts the first report between about one and two years after registration.
The six-month exception
One exception applies. The statute says that on receipt of a form from the Division, an LLC must file a biennial report within six months after original organization (AS 10.50.760(d)). If a form arrives, treat it as a deadline. Otherwise the parity rule governs.
The late math
| Situation | Fee | Late charge | Surcharge | Total |
|---|---|---|---|---|
| On time | $200 | Not applicable | Not applicable | $200 |
| One cycle late | $200 | $25 | $20 | $245 |
| Two years of delinquency | $200 | $50 | $20 | $200 plus $50 plus $20 |
The late charge is "for each year or part of a year of delinquency" and the surcharge is ten percent of the filing fee (3 AAC 16.065(c) and (d)). The two-year row follows the regulation as written.
How to file
The report can be filed online or on paper, not both. Online payment is by card, and paper by check or card form. The Division says an online filing is posted at once. A report cannot be filed online if the entity has a blank or "No Address On Record" agent, or if it is dissolved or revoked; then it goes in hard copy with the right Statement of Change. A postmark on or before February 1 counts as compliance with the statute.
Between reports: notice of change
If a manager or, in a member-managed company, a member changes during the first year of the two-year period, the company files a notice of change before the next January 2 (AS 10.50.765). The Division lists it as Notice of Change of Officials, Form 08-0491, $25. A change in the second year simply appears in the next report.
What a missed report leads to
The commissioner can revoke a foreign LLC's registration if the report or fees are not filed and paid, but not without 60 days' notice by certified mail to the registered agent, and only if the LLC still fails to cure the problem (AS 10.50.650(b)). Revocation ends the authority to conduct affairs, and the company may appeal to the superior court. The Division adds that an entity dissolved for missed reports faces additional reinstatement fees.
Corporations report on a different basis
A foreign corporation pays a biennial corporation tax of $200 and files a biennial report on the same January 2 timetable, with a delinquency penalty of $25 a year (AS 10.06.845(a)). The corporation form page explains how a corporation registers.
Biennial report questions
When is my first biennial report due?
Before January 2 of the next year with the same even or odd number as your registration year, unless the Division sends a form asking for one within six months of organization.
Does the report change my registered agent?
No. Use the Statement of Change form for that.
Can I file after January 2?
The statute treats the report as delinquent only if it is not filed before February 1.
Will the Division remind me?
The duty is the company's. We diary your report year when we file the registration.
Our charge, then the Alaska fee
Register in Alaska
Alaska$199
+ $350 Alaska fee
- Form 08-0497, the Certificate of Registration, Foreign Limited Liability Company, completed from your answers
- Certificate of good standing (or equivalent) from the home state, ordered for the filing
- An Alaska registered agent: ours, or one you already work with
- The filed registration and the year your first biennial report falls in
- Renewal: after the first year, the agent service renews at $149 a year
Our charge and the Alaska fee are separate lines at checkout. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
References
- Alaska Division of Corporations, forms and fees
- Alaska Form 08-0497, Registration of Foreign LLC
- Alaska Administrative Code, 3 AAC 16.065
- Alaska Form 08-414, Certificate of Authority, Foreign Business Corporation
- Alaska Statutes, AS 10.50.760
- Alaska Statutes, AS 10.50.750 to 10.50.765 (biennial reports)
- Alaska Division of Corporations, biennial report FAQs
- Alaska Statutes, AS 10.50.600 to 10.50.670 (foreign limited liability companies)
- Alaska Statutes, AS 10.06.845 (biennial corporation tax)
Taking on work in Alaska?
Order once and we handle the certificate, the form and the agent, then tell you when the biennial report falls due.