Annual Compliance Checklist for U.S. Businesses

If you’re running a U.S. business keeping up with annual compliance isn’t just a checkbox. It protects your legal standing, avoids penalties, and keeps investors and regulators happy. This checklist gives you a clear, simple overview of what to do each year so your company stays compliant.

TL;DR

• File your state-level Annual Report or Statement of Information, along with any franchise tax obligations (we can help with both).
• Hold your annual shareholder/director meeting and record the minutes.
• File federal and state tax returns.
• Keep your cap table and records updated, check your insurance, and review your contracts.
• Send out 1099s if you hired contractors.

How Do You Keep Your Company Active?

1. File Your Annual Report or Statement of Information

Most states require you to file an annual report or similar document to keep your company in good standing. This often includes franchise tax payments. You’ll report core details like your business address, officers, and registered agent. Missing the deadline can lead to late fees or even suspension. Filing rules vary by state and entity type, but most can be done online. Skala can help handle both filings and reminders for many states.

2. Annual Meetings and Minutes

If you operate as a Corporation, you’re expected to hold an annual meeting of shareholders or directors. Even for solo founders, it’s important to create and keep minutes. These aren’t submitted to the state, but they support your limited liability protections and help during audits or due diligence. If you’re a Delaware corporation, feel free to use this template.

3. File Federal and State Tax Returns

You’re required to file tax returns even if your business didn’t generate revenue. Most corporations file by April 15, and LLCs treated as partnerships typically file by March 15. Late or missed filings can trigger penalties, interest, or audit risk. Skala partners with CPA professionals and can help you get filings in order.

4. Send Out 1099s

If you paid $600 or more to any U.S.-based contractor or vendor during the year, you’re required to issue a Form 1099 and report it to the IRS. The deadline is January 31. Keep W-9 forms on file in advance: that makes Form 1099 prep much easier.

5. Confirm Registered Agent and Office Info

Every company needs a registered agent with a physical address in the state of incorporation. That’s who will receive state notices or legal documents. Make sure their details are accurate and service fees are renewed if you’re using a third-party agent.

6. Review and Update Your Company Records

Take time to review your core documents: operating agreement, bylaws, stock ledger, ownership structure, and any internal resolutions. These should reflect any changes over the past year (including team changes, role updates, or equity transactions). Having these records clean and current helps during funding rounds or acquisitions.

7. Review Contracts and Agreements

Revisit key documents like NDAs, employee agreements, vendor contracts, and customer terms. Look for outdated clauses, expired terms, or missing signatures. This is especially important if your business has grown, entered new markets, or hired across borders. For higher-risk agreements, it’s worth getting legal review.

8. Clean Up Your Cap Table and Equity Grants

Make sure all equity activity from the past year is recorded, board-approved, and reflected in your cap table. That includes share issuances, option grants, transfers, and cancellations. Poorly tracked equity is one of the top red flags in due diligence.

Final Thoughts

Annual compliance may not be the most exciting part of running a business, but it’s one of the most important. A small investment of time each year can help you avoid penalties, stay investor-ready, and protect the limited liability status you worked hard to set up.

At Skala, we help founders and companies stay compliant with all key annual requirements. We assist with filings, reminders, templates, document reviews, and referrals to trusted tax and legal professionals. Our team is here to help you do it right.

Pro tip: If your company was formed outside of Skala, you can still migrate it and start receiving reminders for your most important dates and deadlines. Staying organized has never been easier and your future self will thank you.