When Is My NY Biennial Statement Due?

Your New York Biennial Statement is due in the calendar month your entity was first filed with the Department of State, and it repeats every two years. That is the entire rule. Everything below is about finding that month with certainty, proving it from your own state record, and working out whether your next one lands in 2026, 2027 or 2028.

The rule, in one sentence

The filing period is the calendar month in which your original Certificate of Incorporation, Articles of Organization, or Application for Authority was filed with the New York Department of State. Domestic corporations use the Certificate of Incorporation. Domestic LLCs use the Articles of Organization. Foreign corporations and foreign LLCs — entities formed elsewhere and authorized to operate in New York — use the Application for Authority. The statement is filed every two years, and the fee is $9 for LLCs and business corporations alike.

Read the rule carefully, because most mistakes come from reading it too fast. It says month, not date. It says the month your formation document was filed with the State, not the month you started trading. And it says original — the document that first put you on New York's rolls, not any amendment, change of address, or name change you have filed since.

The statutory wording is narrower still. Business Corporation Law § 408 defines the applicable filing period as the calendar month during which the original certificate of incorporation or application for authority was filed, "or the effective date thereof if stated." If your formation document carried a delayed effective date — a certificate filed in late December to take effect on January 1, for instance — the effective month governs, not the month the paperwork crossed the counter. This affects a small minority of entities, but if it affects yours, it moves your entire filing cycle by a month and a year.

How to find your filing month from your own DOS record

Do not work from memory, and do not work from the date on your operating agreement. Work from the State's record, which is public and takes about two minutes to pull.

1. Open the Department of State's Corporation & Business Entity Database and search your exact entity name. Our New York business name search guide covers what to do when the name returns several near-matches or nothing at all.
2. Open the matching record. Check the entity type first — domestic LLC, domestic business corporation, foreign LLC, foreign business corporation — because that tells you which formation document your month comes from.
3. Read the Initial DOS Filing Date. The month in that date is your filing month, permanently. Ignore the day.
4. Read the Next Statement Due Date. The State prints it as the last day of your due month, which is also your actual deadline. A record showing 2027-04-30 means April 2027, any day of that month.
5. Read the Statement Status. It reads CURRENT, PAST DUE, or NOT REQUIRED. NOT REQUIRED appears on not-for-profit corporations, which do not file Biennial Statements at all, and on entities that are no longer active.
6. Note the DOS ID number while you are there. You need it, together with your exact entity name, to file online. Our DOS ID lookup page shows where it sits on the record.

If the record shows an effective date that differs from the filing date, the effective date is the one that sets your cycle. Both fields appear on the record, which is why pulling it beats guessing.

When your first statement is due

Your first Biennial Statement is due in your formation month, two calendar years after formation. Not in your first year. Not in the following year. Two years out, same month.

An LLC whose Articles of Organization were filed on April 30, 2025 has its first statement due in April 2027. A corporation incorporated on September 2, 2025 files first in September 2027. An LLC organized on April 28, 2026 files first in April 2028. These are not estimates — they are what the State's own records show as the Next Statement Due Date for entities filed on those dates.

December formations deserve their own example, because that is where owners most often talk themselves into the wrong answer. An LLC whose Articles of Organization were filed on December 7, 2023 had its first statement due in December 2025, then December 2027, then December 2029. An LLC filed on December 30, 2025 — two days short of January — still files in December 2027. Being close to the edge of the calendar changes nothing. The month you were filed in is the month you file in.

Worked examples across months and entity types

Look closely at the foreign LLC row. The company existed in Delaware from November 24, 2020, but New York had never heard of it until the Application for Authority was filed on December 18. Its New York filing month is December. Its Delaware anniversary is irrelevant to the Department of State, and an owner who diaries November will be a month early every cycle for as long as the company exists.

Odd years, even years, and which one is yours

Because the cycle is exactly two years, your filing years all share the parity of your formation year. Form in an even year and you file in even years, forever. Form in an odd year and you file in odd years, forever. There is no drift and no reset.

The logic is easier to hold onto than it sounds. Take your formation year, add two, and keep adding two. An LLC organized in 2023 files in 2025, 2027, 2029. A corporation incorporated in 2024 files in 2026, 2028, 2030. A foreign corporation authorized in 2016 files in 2018, 2020, 2022, 2024, 2026 — even years, all the way down.

To pin down your next one, combine the month and the parity, then compare against today. If you file in even years and your month has not yet arrived this year, your 2026 statement is still ahead of you. If your month has already passed and you filed, you are done until 2028. If your month has already passed and you did not file, you are past due now — and the State's record will say so rather than quietly rolling you forward.

The dates people use by mistake

Nearly every missed Biennial Statement traces back to one of these substitutions. Each one is wrong for the same reason: the Department of State cares about one event only, the filing of your original formation document.

• The anniversary date instead of the month. Formed on March 14, people diary March 14 and treat the 15th as late. It is not. You have the whole of March, from the 1st to the 31st. Working to the exact date costs you thirty days of slack you are entitled to.
• The date you started trading. Your first invoice, first customer, first hire — none of it registers with the Department of State. Plenty of entities are formed months before they do any business, and a few never do any at all. They all file on the formation month.
• The EIN date. The IRS issues your EIN on its own schedule, often days or weeks after the State filing, and sometimes in a different month. The EIN letter is a federal document and has no bearing on a state filing period.
• The fiscal year end. The Biennial Statement is not a tax return and is not tied to any accounting period. A December 31 fiscal year end does not create a December filing month.
• The LLC publication date. New York LLCs complete a newspaper publication requirement and file a Certificate of Publication, usually several months after formation. That certificate is a separate filing. It does not reset, extend, or define your Biennial Statement month.
• A foreign entity's home-state formation date. If your company was formed in Delaware, New Jersey, Florida or anywhere else and later qualified in New York, your month comes from the New York Application for Authority. Home-state formation and New York authorization frequently fall in different months, and sometimes in different years.
• The date of an amendment or name change. Filing a Certificate of Amendment, a Certificate of Change, or a name change creates a new document on your record. It does not create a new filing period.
• The month you last filed a Biennial Statement. This one is subtle. If you filed late — say your month was June and you got to it in September — your cycle stays on June. The month you happened to pay the $9 is not your filing month.

Does your due month ever change?

No. It is set by the original filing and it stays put for the life of the entity. Moving your office does not change it. Changing your registered address for service of process does not change it. Adding or removing members or shareholders does not change it. Changing your CEO does not change it. Changing your entity's name does not change it. Filing a past-due statement years late does not change it — you rejoin your existing cycle rather than starting a new one from the date you caught up.

The one thing that alters the picture is dissolution, surrender of authority, or termination. An entity that is no longer active is no longer required to file, and its record reflects that. Short of that, the month you were filed in is the month you will file in for as long as you exist.

Can you file it early?

You can submit one early. It will not do what you want. The Department of State states plainly that a Biennial Statement should not be filed prior to the calendar month in which it is due, and its guidance for people who have already done it is unambiguous: the entity will again be required to file a Biennial Statement in the calendar month in which the statement is due.

So an early filing does not buy you a head start. It buys you a second filing. If you are two months out and feeling organised, put a reminder in for the first week of your due month instead. See how to file a NY Biennial Statement for what the form asks once your window opens.

Filing on the last day versus the first day of the next month

Your deadline is the final day of your due month. File on March 31 and you are current. File on April 1 and the record shows you as past due, with no intermediate state and no grace period.

What that costs you is worth being precise about. There is no late fee and no penalty payment. Your LLC or corporation is not administratively dissolved for missing a Biennial Statement, and it does not lose its legal existence. What happens is narrower and, at the wrong moment, more awkward: the Department of State's records show the entity as past due in the filing of its Biennial Statement, any Certificate of Status or status letter you order will say so, and in the Department's own words, this may prevent the corporation or LLC from completing certain business transactions.

In practice that means a bank underwriting a loan, a landlord running a lease, a buyer in diligence, or a licensing body pulling a Certificate of Status sees "past due" at exactly the point you need a clean record. It is a records problem rather than a money problem, and it is cheap to fix — but it surfaces on someone else's timetable, not yours. Our past due pageIf you never file goes through what to do when it has already been found.

If you are already past due

File it. There is nothing to apply for and no forgiveness process to go through, because there is no penalty to forgive. A past-due Biennial Statement is filed the same way a current one is, for the same $9, on the same system. You are not filing one statement for each cycle you missed — you file the statement that is outstanding and the record returns to current.

Once it is filed, you can request a fresh Certificate of Status from the Division of Corporations, which is the document a bank or counterparty is usually asking for. If your entity cannot file online, the Statement Unit of the Division of Corporations will supply a paper form on request; the request has to include your exact entity name and either your date of formation or authorization or your DOS ID number. Details and current status checks are covered on our past-due guide.

Where and when you actually file

Filing is done through the New York Department of State e-Statement Filing Service, with a credit or debit card. You need your exact entity name and your DOS ID number to get in. Expedited handling is not available for Biennial Statements, so there is no way to buy speed at the end of the month.

One practical note on timing. The e-Statement Filing Service itself is available 24 hours a day, seven days a week. Department staff who can help if something goes wrong keep shorter hours — Monday to Friday, 6:00 a.m. to 7:30 p.m. Eastern. The last evening of your month is a poor time to discover you need one of them, so file in the first week of your window rather than the last.

A reminder that survives two years

Two years is long enough for a phone to be replaced, an email account to be abandoned, and a bookkeeper to move on. Most missed statements are not decisions. They are reminders that did not outlive the gap.

• Give the State an email address. The Department will send a notice at the beginning of your due month if it has one, through its Email Address Submission/Update Service. Use an address tied to the business rather than one person's inbox.
• Create a recurring calendar event, not a one-off. Set it for the first weekday of your due month and repeat it every 24 months. A single-instance reminder two years out is a reminder you will never see again once it fires.
• Put the facts in the event title. Entity name, DOS ID, and the words "NY Biennial Statement, $9". Two years from now you will not remember where you kept the DOS ID.
• Add a second reminder mid-month. The first one catches you on a busy Monday. The second one catches the fact that you ignored the first.
• Check the record once a year. Pull your entity on the state database each January and read the Statement Status line. It takes a minute and it is the only source that is never out of date.
• Or take it off your desk. A filing service that holds the entity details and the date is the version of this that does not depend on you remembering anything.

What it costs, and what we do

The state fee is $9, and it is the same $9 whether you are a single-member LLC or a corporation with a board. What the form asks differs: an LLC reports only the address to which the Secretary of State should forward service of process, while a corporation reports its CEO's name and business address, the street address of its principal executive office, the service-of-process address, and the number of directors on its board and how many of them are women. Our LLC Biennial Statement and corporation Biennial Statement pages walk through each field. A full breakdown of fees sits on the Biennial Statement cost page.

If you would rather not track any of this, we file it for you at $49 as-is, or $79 full service, with the State's $9 included, submitted within 24 hours. You give us the entity name and the details the form asks for; we confirm your filing month against the state record before anything is submitted, so an early filing never happens by accident. Start with the filing walkthrough if you want to see the process first.

One last piece of terminology. New York has no "annual report" for LLCs and business corporations in the sense other states use the phrase — the Biennial Statement is the equivalent, and it comes around half as often. If you arrived here looking for a New York annual report, our New York annual report page explains what does and does not exist under that name, and why searching for the wrong term is itself a common way to miss a deadline.