What Is an Annual Report, and How Do You File It? (2024)

Certain business entities must file annual reports (statements of information) with state governments, typically through the State Department. Public companies must give shareholders a yearly report detailing their operational and financial condition.

Additionally, public and certain private organizations may need to file a separate document with the U.S. Securities and Exchange Commission (SEC). So, which reports do you need to file or share with stakeholders? Explore the types of annual reports and learn how (and when) to file them.

What is an annual report for a small business?

A state-required annual report is a short document that explains who owns the company, what products or services it sells, and how to contact the people in charge. Many small businesses file an annual report with their formation state (where they initially registered their company) and any foreign states where they are registered to do business.

Wolters Kluwer said the following statutory business entities might need to file an information report:

• Business corporations.
• Nonprofit corporations.
• Limited liability companies (LLCs).
• Limited partnerships (LPs).
• Limited liability partnerships (LLPs).

The SEC requires publicly traded companies to share yearly reports with shareholders. Unlike state-mandated forms, this annual report is an in-depth accounting of a corporation’s finances and operations. Lastly, federal security laws mandate public corporations to file Form 10-K yearly.

[Read more: S Corp vs. LLC: What’s the Difference?]

State-mandated annual report filing

Most states require an annual report, also called a periodic report, statement of information, or annual registration. However, there are exceptions. For example, Arizona doesn’t require an LLC annual report, and if you formed your company in Indiana, you only need to send the report every two years.

Since rules and due dates differ, always check with your state’s business department. States usually send a reporting form to the business address on file. You can return it via postal mail along with any annual registration fees. Many also allow you to file your yearly report online.

SCORE noted that state-mandated annual reports are “relatively short documents” and include:

• Your company’s name and address.
• Purpose of the business.
• Names and addresses of a corporation’s directors and officers.
• Registered agent’s name and address.
• Names and addresses of LLC members or managers.

Annual reports for shareholders

According to Investopedia, “Annual reports became a regulatory requirement for public companies following the stock market crash of 1929 when lawmakers mandated standardized corporate financial reporting.” These documents give a comprehensive view of your organization, allowing shareholders, stakeholders, and investors to understand your corporation’s financial position.

Unlike state reporting requirements, a company’s annual report for shareholders is lengthy and tells a story about its financial health. Harvard Business School Online said, “Usually, an annual report is split into two halves.” The first section shares “the company’s narrative,” and the second part “presents data” minus the “narrative components.”

Investor.gov stated that businesses must provide shareholders with annual reports when holding yearly meetings to elect the board of directors. Additionally, proxy rules require companies to “post their proxy materials, including their annual reports, on their company websites.”

An annual report template has the following sections:

• Summary of general business information.
• Annual performance highlights.
• CEO’s letter to the shareholders.
• Management’s discussion and analysis (MD&A).
• Financial statements.
• Supporting notes, photos, and graphics.
• Auditor’s report.
• Financial information summary.
• Review of accounting policies.

[Read more: Which Type of Accounting Service Do You Need?]

SEC rules for filing annual statements

Organizations required to report to the SEC — including all public and some private companies — must disclose financials yearly to the SEC. Section 12 of the Exchange Act defines a private reporting company as one that has more than $10 million in total assets and a class of equity securities with either 2,000 or more persons or 500 or more individuals who are not accredited investors, or one that “lists the securities on a U.S. Exchange.”

According to Form 10-K instructions

, the filing must be completed 60 to 90 days “after the end of the fiscal year covered by the report,” depending on your business size. Annual filings must go through the EDGAR system as a plain text or HTML file. Additionally, the SEC said, “Your company’s CEO and CFO must certify the financial and certain other information contained in annual reports.”

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Published March 30, 2023