Maintain Registration

Our team wants to serve you with quality and efficiency. If you plan to visit our office for assistance, we encourage you to make an appointment by calling (701) 328-2900.

You can click one of the following links to be taken to the part of this page you are interested in

Registration Record Updates

You can make updates to your business registration record by filing amendments through the FirstStop Portal. Fees for amendments are provided on the appropriate Business Structures pages.

Annual Report

Most businesses in North Dakota must file an annual report with the Office of the Secretary of State to stay in good standing. An annual report provides information about business activities and current operations, and does not require you to provide financial statements. The report involves updating your business mailing address, business activities, and stakeholders. Farm/ranch and authorized livestock farm corporations and LLCs also need to include shares/membership interests and owned or leased land used.

The annual report is a simple filing and you can complete it yourself through the FirstStop Portal. If your organization receives a letter from another party offering to assist you with filing annual reports and is asking for large fees and expressing a sense of urgency, BE SKEPTICAL. Read the fine print to avoid filing using third parties who appear to act on behalf of the ND Secretary of State.

Additional information about annual report filings is provided below. Fees and information specific to different business types can be found in Business Structures.

Sole proprietorships and general partnerships do not need to file annual reports.

Annual Report Deadlines

Annual reports must be received on or before the deadline or incur a late filing fee. For a new business, the first annual report is due in the year following the calendar year in which the business was first registered.

March 31

• Limited Partnership (LP)
• Limited Liability Partnership (LLP)
• Limited Liability Limited Partnership (LLLP)
• Professional Limited Liability Partnership (PLLP)
• Cooperative

April 15

• Farming or Ranching Limited Liability Company
• Authorized Livestock Farm Limited Liability Company (ALF LLC)
• Farming or Ranching Corporation
• Authorized Livestock Corporation (ALF Corporation)

May 15

• Business Corporation (Foreign)
• Professional Corporation (Foreign)

August 1

• Business Corporation (Domestic)
• Professional Corporation (Domestic)

November 15

• Limited Liability Company (LLC)
• Professional Limited Liability Company (PLLC)

Failure to File Annual Report

If a business fails to file its annual report it will be placed into Not Good Standing status with the Secretary of State. This may have an impact on a business’ ability to work with lenders, investors, and vendors as many require a Certificate of Good Standing before doing business with any company. It may also hinder expansion into other states that require a good standing status. It is important that businesses remain compliant with the laws of North Dakota to transact business here.

Typically, a business will be involuntarily terminated if it does not file its past-due annual report within 6 to 12 months of the date it is placed into Not Good Standing status. In the case of a foreign business, the authority to transact business in North Dakota will be revoked.

Reinstatement

You have 1 year to reinstate your business to Good Standing. If the past-due annual report is not filed within 1 year, the business will be involuntarily dissolved or terminated. In the case of a foreign business, the authority to transact business in North Dakota will be revoked. Contact us for information about reinstatement options.

Address Changes

Keeping your addresses updated on your business records ensures that you will receive notices from our office and that people can see the correct address when using our public search.

There are three addresses associated with your business record:

• Principal Executive Office (PEO) Address – this address must always be a street address
  • Partnership - the office from which a partnership conducts business
  • Corporation or LLC - the address of an elected or appointed president or governor(s)
  • Domestic Cooperative - must maintain a principal office address in North Dakota or maintain a registered agent in North Dakota
  • Foreign (out-of-state) Cooperative - the principal office address in their state or country-of-origin
  • If a partnership, corporation, or LLC does not meet the above criteria, then this is the registered agent office address
  • Can be different from the principal executive office or registered office address
  • Can be a post office box
  • Foreign (out-of-state) Cooperative - must maintain a registered agent with a North Dakota address

  Changing your principal executive office or mailing address

  The principal executive office (PEO) or mailing address for your business can be updated by accessing your registration record in the FirstStop Portal and filing the Address Change of Principal Executive Office form. You can also change your PEO or mailing address by updating it on your annual report.

  Changing your registered agent office address

  Corporations, LLCs, and partnerships (except for general partnerships) must maintain a North Dakota registered agent that has a physical address in North Dakota. Cooperatives may elect to have a registered agent but if they choose not to, they must maintain a principal office address in North Dakota.

  Notices from the Office of the Secretary of State regarding annual report filings, not good standing, dissolutions, etc., are sent to the address of the registered agent associated with your business record.

  If your registered agent resigns or no longer has a business registration in North Dakota, you must appoint a new registered agent. More information can be found in the “Registered Agents” section of this page.