CSG Law Alert: Company Good Standing Requirements What Businesses Need to Know About Annual State Filings in Delaware, New Jersey, New York and Pennsylvania
Maintaining your business entity in good standing with the state of its formation and any state in which it is qualified to do business is an essential part of operating a company. If a company fails to remain in good standing it may face penalties, interest, loss of legal protections, and complications with contracts, financing, or transactions. For example, a business that is not in good standing might be unable to secure a loan or enter into new contracts until the issue is resolved. In more serious cases, noncompliance can result in administrative dissolution – meaning the state can force your business to shut down and cease operations – or revocation of authority, which is when your company loses its legal right to conduct business in that state.
How can you make sure your company remains in good standing? The short answer is to submit timely all state-required reports, especially annual or biennial reports, and file and pay any related franchise tax requirements. Below is a summary of key dates and filing obligations that business owners should be aware of when doing business in Delaware, New Jersey, New York, and Pennsylvania.
Delaware
All corporations incorporated or registered in Delaware are required to submit an Annual Franchise Tax Report and pay the corresponding franchise tax every year. For the 2025 reporting period, the deadline to submit an Annual Franchise Tax Report is March 1, 2026. A penalty of $200 will be assessed for late submissions, and any unpaid taxes will be subject to a monthly interest charge of 1.5%. Annual Franchise Tax Reports can be filed online here.
Limited liability companies, limited partnerships, and general partnerships in Delaware are required to remit a fixed annual franchise tax of $300 by June 1, 2026. Any late payments will incur penalties and interest in accordance with the guidelines specified above. These annual tax payments can be submitted here.
New Jersey
New Jersey requires annual reports for all business entities, including corporations, limited liability companies, limited partnerships, limited liability partnerships, and nonprofit entities. Reports are due each year on the last day of the reporting entity’s anniversary month and are filed electronically with the Division of Revenue and Enterprise Services. Annual reports can be filed online here.
New York
New York requires corporations and limited liability companies to file a biennial statement every two (2) years. Biennial statements are due by the last day of the reporting entity’s anniversary month. These filings are separate from any franchise tax or income-based filing fees that may apply to the entity. A biennial statement can be filed online here.
Pennsylvania
Pennsylvania requires annual reports from most business entities – including corporations, limited liability companies, limited partnerships, limited liability partnerships, professional associations, business trusts, and nonprofits. Filing deadlines vary by entity type based on the chart below. Reports must be submitted online using Pennsylvania Business Filing Services.
| Entity Type | Filing Period |
| Corporations (for-profit and nonprofit) | January 1 – June 30 |
| Limited Liability Companies | January 1 – September 30 |
| Limited Partnerships, LLPs, Professional Associations, Business Trusts | January 1 – December 31 |
Tips for Staying in Good Standing
Businesses can lower compliance risks by closely monitoring filing deadlines, ensuring that registered agent and business address details are up to date, keeping a compliance calendar, and saving records of all filings and payments. Companies operating in multiple states should be mindful of aligning deadlines across different regions.
How CSG Can Assist
CSG Law regularly assists clients with monitoring entity compliance, preparing and submitting annual and biennial state filings, paying franchise taxes, and handling reinstatements when issues arise. If you have questions about your company’s good standing or would like support managing these obligations, please contact the authors of this alert or the CSG Law Corporate Group.