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Ohio LLC: No Annual Report, but a Statutory Agent You Must Keep

Ohio LLCs file no annual report and no biennial report, ever. What Ohio requires instead is a statutory agent maintained continuously, and it enforces that duty hard: a default you do not cure within 30 days cancels your Articles.

There is no Ohio LLC annual report

Say it plainly, because search results will try to sell you one: Ohio does not require an annual report, a biennial report, or any periodic report at all from a limited liability company. The proof is in the state's own lists. The Secretary of State's page on maintaining active business status lists every periodic filing the office requires: a biennial statement for professional associations, a biennial report for limited liability partnerships, a statement of continued existence for nonprofits, and renewals for trade names, fictitious names, and trademarks. LLCs appear on that page only under one heading, the duty to maintain a current statutory agent and address. The official fee schedule tells the same story. It lists a biennial report form, Form 520, under professional associations and LLPs, and no report form of any kind under domestic or foreign limited liability companies. There is no fee to budget, no window to miss, and no late penalty for a report that does not exist. Anyone charging you to file an Ohio LLC annual report is charging you for a fiction.

What Ohio requires instead: a statutory agent, continuously

Agent itemOhio rule
The dutyMaintain a statutory agent continuously in Ohio, under R.C. 1706.09. The agent is an Ohio resident individual, or an entity with a business address in Ohio.
At formationThe appointment and the agent's signed written acceptance must accompany the Articles. The Secretary of State will not accept the filing without both.
Address rulesAn Ohio street address, residence or usual place of business. No P.O. box alone, and no Commercial Mail Receiving Agency address.
ChangesFile a Statutory Agent Update, Form 521, for $25, within 30 days of any change, per the Secretary of State's roadmap.

This is a live duty, not a formation formality. Agents move, resign, and die; businesses move and forget the record. Every one of those events starts the same clock, and the record on file is the one the state and anyone suing you will use.

The 30-day cure, and cancellation

Ohio enforces the agent duty with the sharpest tool in this guide. Under R.C. 1706.09(L), if an LLC fails to continuously maintain a statutory agent, or fails to file an agent name or address change, the Secretary of State gives notice by ordinary or electronic mail. Unless the default is cured within 30 days, or within a longer period the Secretary of State grants, the Articles of a domestic LLC, or the registration of a foreign LLC, are canceled without further notice. No fine schedule, no graduated penalties: keep the agent current, or lose the filing. A canceled LLC is not a paperwork problem. It is the loss of the entity record your bank accounts, contracts, and liability shield hang from.

Reinstatement: a 2-year window

Cancellation is not necessarily the end. An LLC whose Articles were canceled for an agent default can apply for reinstatement with a new agent appointment. The fee schedule prices Reinstatement and Appointment of Agent, Form 525A, at $25. The limit that matters is time: the Secretary of State's guidance states reinstatement must be filed within 2 years of cancellation, or the entity is canceled permanently. If you discover an old cancellation, treat the 2-year date as the deadline it is, and file the reinstatement and the new appointment together rather than sequencing them across weeks.

The filings that are not LLC reports

Closing an Ohio LLC on purpose

Ending the LLC deliberately is a filing, not a lapse. File a Certificate of Dissolution, Form 616, with the Secretary of State for $50. Form 611, which some older guides label as dissolution, is the Certificate of Amendment or Restatement. No tax clearance certificate accompanies Form 616 on the Secretary of State's schedule, although your LLC tax accounts with the Department of Taxation still need to be filed out and closed. A foreign LLC cancels its Ohio registration on Form 618, also $50. Our dissolution guide covers the order of operations for winding down before you file.

Sources, checked Nov 8, 2026

Ohio Secretary of State: Business Filing Forms and Fee Schedule (Form 610 at $99, Form 617 at $99, Form 616 at $50, Form 521 at $25, Form 525A at $25, Form 534A at $39), Form 610 and its instructions, and the Maintain Active Business Status roadmap, all at ohiosos.gov. Ohio Revised Code sections 1706.08, 1706.09, 1706.515, and 5739.17 at codes.ohio.gov. Ohio Department of Taxation: Changes to Ohio's Commercial Activity Tax ($6 million exclusion for 2025 and later, annual minimum tax eliminated) at tax.ohio.gov.

General Information Only

LLCForming publishes general information about forming and running an LLC. It is not legal, tax, or accounting advice, and it does not create an attorney or advisor relationship. Rules vary by state and by your situation. For a decision that matters, talk to a licensed attorney or tax professional in your state.