Compliance
Business compliance services for U.S. companies. Including the ones owned from outside it.
Know what your company owes, when it is due, what has changed, and what Prolify is handling. Every obligation on this page carries the government source it came from and the date we checked it.
- 50
- States we track obligations across
- $0
- State fees hidden in our pricing
- 31 Aug 2026
- Every figure below re-checked
- 11
- Obligations mapped, federal through local
- 4
- Levels of government a U.S. company answers to
- 12
- Factors that decide which of them are yours
The direct answer
What does a U.S. business need to stay compliant?
A U.S. company owes obligations at three levels at once: federal, state of formation, and every other state where it does business. Which ones apply depends on entity type, tax classification, states, employees, contractors, industry, revenue and ownership. Most companies owe a registered agent, a periodic state filing, a state tax and a federal return. Nothing on this page is a determination for your company.
| Level | Obligation | Who it applies to | What triggers it |
|---|---|---|---|
| Federal | Income tax return | Every entity | Tax classification |
| Federal | Form 5472 with a pro-forma Form 1120 | A US disregarded entity wholly owned by a foreign person, with a reportable transaction | Foreign ownership |
| Federal | Beneficial ownership information report | Only certain foreign-law entities registered to do business in a US state — not US-formed companies | Place of formation |
| Federal | Form 2553 | Entities electing S-corporation treatment | An election you choose to make |
| Federal | Form 8822-B | Any entity whose responsible party or address changes | A change event |
| State (formation) | Registered agent | Every entity, continuously | Existence |
| State (formation) | Annual report, biennial report, or statement of information — the name varies by state | Most states. Delaware LLCs file none at all | Existence |
| State (formation) | Franchise tax or entity tax | Varies by state and entity type | Existence |
| State (other) | Foreign qualification | Entities doing business in a state other than the one that formed them | Activity, not choice |
| State (other) | Sales-tax and payroll registrations | Entities with nexus in a state | Revenue, employees, contractors, inventory |
| Local | Business licences and permits | Varies by city, county and industry | Industry and location |
This is the obligation map, not your obligation list
- 01Entity type — LLC, corporation, partnership
- 02Tax classification — disregarded, partnership, S-corp, C-corp. This is not the same thing as entity type, and the difference is the single most common source of founder confusion
- 03State of formation
- 04How many states you have activity in
- 05Employees
- 06Contractors
- 07Industry
- 08Licences held
- 09Revenue and activity level, which is what nexus thresholds measure
- 10Ownership structure
- 11Foreign ownership — the one factor that switches Form 5472 on
- 12Local jurisdiction — city and county
Who this is for
- →Foreign-owned U.S. entities — Especially a single-member LLC that may owe Form 5472 and a pro-forma 1120.
- →Founders outside the United States — Running a U.S. company from a different time zone, without a U.S. address or an SSN.
- →Companies operating in more than one state — Customers, contractors, employees or inventory in a second state each create obligations.
- →Entities that are behind — Missed reports, lost good standing, or an administrative dissolution in at least one state.
- →Anyone who has been quietly worried for six months — About a filing they cannot name. Step one is seeing the picture.
Who this is not for
- ×Anyone who wants to ignore compliance and gamble — This is not that service, and we will not pretend the risk is smaller than it is.
- ×Companies needing securities or SOC reporting at scale — A different category with different specialists. We refer.
- ×Anyone needing counsel on litigation, immigration or a shareholder dispute — A different category with different specialists. We refer.
The model
Federal, state, and local. Three separate obligation sets, running at once.
Federal
One government, uniform rules, applied by what your entity is.
The IRS cares about your tax classification and your ownership. FinCEN cares about where the entity was formed. Neither cares which state you chose. Federal obligations follow the entity wherever it operates.
State of formation
The state that created the entity, for as long as it exists.
A registered agent, a periodic report in most states, and an entity-level tax in many. These continue whether or not you trade, bill anyone, or ever visit. An entity with no revenue still owes its formation state.
Every other state
Triggered by what you do, not by what you chose.
Selling into a state, hiring there, holding inventory there or paying a contractor there can each create an obligation — foreign qualification, a tax registration, a payroll registration. You do not opt in to these. You discover them.
Local
City and county, driven by industry and address.
Business licences and permits are the least uniform layer in the system and the most dependent on exactly what you do and exactly where you do it. They are also the layer most often missed by founders operating remotely.
Losing good standing in your formation state is a state problem with federal and commercial consequences. Banks, payment processors, investors and acquirers all ask for the certificate, and the state will not issue one to an entity that is behind.
Worked example
What Delaware actually requires.
One state, sourced line by line, so you can see the shape of the obligation rather than take our word for it.
| Entity | What is owed | When | If it is late |
|---|---|---|---|
| Domestic or foreign LLC | $400 annual tax, and no annual report at all | 1 June | $200, plus 1½% interest a month, and the LLC ceases to be in good standing |
| Domestic corporation | Annual report at $50, plus franchise tax with a $175 minimum under the Authorized Shares Method | On or before 1 March | $200 penalty plus 1.5% interest per month |
| Foreign corporation | Annual report, $250 filing fee | On or before 30 June | $250 penalty added to the fee |
Where the State of Delaware contradicts itself
Ongoing versus one-time
Filing once is not compliance.
One-time and event-driven
- ·Formation
- ·EIN
- ·Initial report — Where the state requires one
- ·S-corporation election — Form 2553
- ·Foreign qualification — Once per state you expand into
- ·Amendments — Name, address, members, purpose
- ·Change of registered agent
- ·Domestication — Moving the entity to another state
- ·Dissolution or withdrawal
Recurring, for as long as the entity exists
- ·Registered agent — Continuous, in every registered state
- ·Annual or biennial report — Where the state requires one
- ·Franchise or entity tax
- ·Federal income tax return
- ·Form 5472 — Where foreign ownership makes it apply
- ·Licence and permit renewals
- ·Corporate records upkeep
A filing service sells you the first column. Compliance is the second column, plus knowing when something in the first column has been triggered without you noticing.
Scope
What Prolify handles.
Included means a compliance plan covers it today. Partner-led means Prolify coordinates a licensed third party. Not yet available means exactly that — we would rather tell you now than after you pay.
Compliance sits alongside formation, taxes and bookkeeping on one platform. You do not have to buy them together.
Registered agent
- Registered agent serviceIncluded
- Change of registered agentIncluded
- Registered agent resignationIncluded
- Service of process handlingIncluded
Government filings
- Annual and biennial reportsIncluded
- Initial reportsIncluded
- State filingsIncluded
- Franchise and entity tax filingsIncluded
- S-corporation electionPartner-led
- EIN amendmentsIncluded
- Beneficial ownership reports, where an entity is still in scopePartner-led
Business maintenance
- Certificate of good standingIncluded
- AmendmentsPartner-led
- ReinstatementsPartner-led
- DissolutionsPartner-led
- WithdrawalsPartner-led
- DomesticationsPartner-led
Multi-state compliance
- Foreign qualificationPartner-led
- State registrationsPartner-led
- Nexus monitoringNot yet available
Licences and permits
- Business licencesNot yet available
- Permit filingsNot yet available
- Licence renewalsNot yet available
Employment compliance
- Payroll complianceNot yet available
- Contractor complianceNot yet available
- Labor law complianceNot yet available
- HR documentationNot yet available
Corporate governance
- Corporate recordsIncluded
- Board resolutionsPartner-led
- Shareholder documentationPartner-led
- Stock documentationPartner-led
Privacy and risk
- Data privacy documentationNot yet available
- GDPR supportNot yet available
- CCPA supportNot yet available
- Business insurance assistanceNot yet available
When it has already gone wrong
Most people find this page because something already happened.
Nearly all of it is reversible. Here is what each situation usually means, and what it takes to clear it.
| What happened | What it means | Reversible? |
|---|---|---|
| You missed the annual report or the entity tax | In Delaware, an LLC that fails to pay the annual tax when due ceases to be in good standing, and interest runs at 1½% a month. | Yes — pay the tax, the $200 penalty and the interest. |
| Your entity is no longer in good standing | Banks, payment processors, investors and other states ask for a certificate of good standing. The state will not issue one until you are current. | Yes, once the underlying filing and fees are cleared. |
| The state cancelled or dissolved your entity | In Delaware, a certificate of formation is cancelled if the annual tax goes unpaid for three years from its due date, effective on the third anniversary. | Often yes. Delaware provides for revival on filing a certificate of revival with the tax, penalties and interest owed at cancellation. |
| Your registered agent resigned or stopped responding | An entity without an agent cannot reliably receive service of process, and states treat a vacant agent as a default condition. | Yes — appoint a new agent and file the change. |
| You are operating in a state you never registered in | Requirements and consequences vary by state. This is discovered, not chosen, and it is usually found during a compliance audit rather than by the founder. | Usually yes, by qualifying and filing what is owed. |
| Your responsible party or address changed and the IRS was never told | The IRS requires the change to be reported on Form 8822-B within 60 days. | Yes — file Form 8822-B. |
State differences
Every state is different. Here is how the differences run.
Four axes explain nearly all of the variation. The names are the part that catches people out: if you formed in California, your annual report is called a statement of information, and searching for the wrong words is how a deadline gets missed.
What the periodic filing is called
Annual report, biennial report, statement of information, annual certificate — different names for the same idea. Some states have none: a Delaware LLC pays an annual tax and files no annual report at all.
When it is due
Some states use one fixed calendar date for every entity; others use your formation anniversary. Delaware corporations are due on or before 1 March; Delaware LLCs pay on 1 June.
What the entity-level tax is called and how it is computed
Franchise tax, licence tax, annual tax. Delaware corporations can compute franchise tax by two different methods, with a minimum of $175 under the Authorized Shares Method and $400 under the Assumed Par Value Capital Method.
What happens when you miss it
A Delaware corporation that misses 1 March pays a $200 penalty plus 1.5% interest per month. A Delaware LLC that misses 1 June pays $200 and loses good standing.
What this page does not yet cover
How it works
How Prolify handles compliance.
Compliance audit
We map every state where your entity is registered, and every state where we identify an obligation you have not registered for.
Operating calendar loaded
Every known deadline for your entity, with its official source, and reminders ahead of each due date.
Monitoring active
Filings, deadlines and entity status are tracked across every registered state, and items needing review are flagged rather than silently handled.
Filings prepared and filed
State filings and tax filings are both handled.
Receipts stored
Every confirmation lands in your document vault, organised and exportable.
Timelines vary by state, by IRS processing, and by how quickly you answer us. The most common cause of a missed deadline in any managed service is an unanswered request, so we chase, and we tell you what we are waiting on.
Limits
What we handle, and when you need a licensed professional.
Where a position needs a licensed professional we say so, and we refer.
Prolify handles
- ✓Registered agent service in every state you register
- ✓Tracked deadlines with the official source for each
- ✓Prepared and filed state filings, through licensed partners
- ✓Tax filings
- ✓Corporate records kept current
- ✓Entity status monitored across every registered state
Needs a licensed professional
- →An IRS notice requiring a written representation
- →Corporate restructuring
- →A partnership tax position
- →FIRPTA exposure
- →An audit
- →Taking a treaty position
- →Litigation, immigration, or a shareholder dispute
Straight answers
The questions founders actually ask.
Can I keep my existing registered agent?
Yes. Nothing here requires you to move it. What you get by consolidating is one calendar instead of two, and one place that knows the agent's mail arrived and what the mail actually means. If your current agent is working and you only want the filings handled, say so and we will scope it that way.
Can I just be my own registered agent?
In most states, yes, if you have an address in that state and someone is there during business hours. The trade-offs are real: the address goes on the public record, you must be reachable on ordinary working days, and travel becomes a compliance risk. For a founder outside the United States the second condition is usually the one that fails.
Is this legal or tax advice?
No. We tell you what a requirement is, where the rule comes from, and what we will do about it. Where a position needs a licensed professional, we say so and we refer.
Are you actually current on the BOI rules?
FinCEN issued a final rule on 11 August 2026, effective 14 August 2026, that exempts US companies from beneficial ownership reporting. Certain foreign-law entities registered to do business in a US state still report, for their foreign individuals. Providers still selling BOI filings to US-formed companies are selling a filing those companies do not owe.
What if you do not offer the thing I need yet?
The scope table above says exactly which services are included, which are coordinated through a licensed partner, and which do not exist yet. If what you need is in the third column, we will tell you that on the call rather than after you pay.
Cost
What compliance costs.
Prolify's plan price never includes state filing fees. Those are set by the state, they vary by state and entity type, and we quote them before you pay rather than folding them into a headline number.
| If you need | Plan |
|---|---|
| Registered agent only, compliance handled yourself | Starter |
| Year-round compliance and tax managed for you | Growth |
| Compliance, tax and bookkeeping coordinated together | Elite |
Resolve it now
Check one obligation, free.
Each of these answers a single question about your entity and shows the government source behind the answer.
Check your entity's compliance status
A scored review of where your entity stands, with the source for each finding
/tools/compliance-health
Put your filing deadlines on a calendar
Generates your deadlines with official sources, and exports them to your calendar
/tools/compliance-calendar
Track annual-report obligations by state
What your state calls its periodic filing, and when it is due
/tools/annual-report
Check whether Form 5472 applies to you
The test for a foreign-owned US disregarded entity
/tools/form-5472
Check whether you still owe a BOI report
Current as of the 11 August 2026 final rule
/tools/boi
Check where sales-tax nexus is triggered
Which states your activity has created an obligation in
/tools/sales-tax-nexus
Who files Form 5472, when, and the cost of getting it wrong
The full guide, with the IRS instructions cited throughout
/guides/form-5472
Know what your company owes, and what we have already handled.
A registered agent tells you a letter arrived. A filing service files the thing you asked for. Neither knows what you owe next.