New Mexico Annual Report: LLCs File None, Corporations File a Biennial Report

If you searched for a New Mexico annual report, you probably assumed every state makes you file one every year. New Mexico doesn't work that way. A New Mexico limited liability company (LLC) files no annual or biennial report with the Secretary of State. A corporation does file one, the Corporate Report, which costs $25 and is filed every two years. This guide explains which report applies to your entity, when it is due, and what else the state charges so you don't confuse those charges with a report.

This is informational content, not legal or tax advice. Entity choice and tax treatment depend on your specific facts. Confirm the details with a qualified attorney or CPA before you file.

The Short Answer

The report question depends almost entirely on how your business is organized:

Entity type	Annual or biennial report to the Secretary of State	Fee	Other recurring state charge
Limited liability company (LLC)	None required	$0	None to the Secretary of State. No LLC franchise tax.
LLC that elects corporate tax treatment	None required (the LLC is still an LLC)	$0 to the Secretary of State	$50 annual corporate franchise tax on form CIT-1, plus corporate income tax
Corporation	Corporate Report, filed biennially	$25	$50 annual corporate franchise tax on form CIT-1, plus corporate income tax

Why So Many People Expect an Annual Report

Many states require every registered entity to file an annual report and charge a fee for it. Because that is the norm in many states, it is easy to assume the same rule applies everywhere. In New Mexico, the answer depends on the entity type. Most small businesses form an LLC, so the most common answer is that there is no state report to file. The exception is the corporation, which has a biennial report and a separate franchise tax.

New Mexico LLCs: No Annual or Biennial Report

An LLC files no annual or biennial report with the Secretary of State. It pays no annual fee to the Secretary of State and owes no LLC franchise tax. That does not mean an LLC has no state obligations. The charges an LLC does face are these:

• Articles of Organization: $50. This is the one-time filing that creates the LLC. Every filing is made online through SOS Enterprise.
• Name reservation (optional): $20. A reservation holds a name for 120 days and cannot be renewed.
• Registered agent or office change: $20 for an LLC.
• Business Tax Identification Number (BTIN): free from the Taxation and Revenue Department (TRD). Formerly called a CRS number, the BTIN is a tax registration, not a license.
• Gross receipts tax reporting: required if the LLC sells taxable goods or services in New Mexico. See the section on other charges below.

The LLC name must include the words limited liability company or limited company, or an abbreviation such as L.L.C., LLC, L.C. or LC. If the LLC will trade under a different name, that name must also appear in the Articles of Organization.

LLCs Taxed as Corporations

An LLC can elect to be taxed as a corporation. The election changes the tax filings, not the entity type, so the Corporate Report still applies only to corporations. An LLC that makes this election files form CIT-1 and owes the $50 annual corporate franchise tax. It is also subject to the corporate income tax, a flat 5.9% of taxable income for taxable years beginning on or after January 1, 2025.

A default LLC, taxed as a pass-through entity, does not owe the $50 corporate franchise tax. Many single-owner and small multi-owner LLCs stay with the default treatment. Whether the election makes sense is a tax question, so confirm it with a CPA.

New Mexico Corporations: The Biennial Corporate Report

A corporation files a Corporate Report with the Secretary of State. The fee is $25, and the report is filed biennially. The state sets two deadlines:

1. First report: due within 30 days after the certificate of incorporation is issued.
2. Every two years after that: due on or before the 15th day of the fourth month following the end of the corporation's taxable year.

For example, a corporation with a calendar-year tax year ends its year on December 31. The fourth month after that is April, so the report is due by April 15 of the filing year. Confirm your corporation's cycle in SOS Enterprise before you rely on this date, because the filing year is set by the biennial schedule, not by the calendar.

A corporation also pays costs that an LLC does not:

• Articles of Incorporation: $100 filing fee.
• Corporate franchise tax: $50 each year on form CIT-1. This is separate from the Corporate Report.
• Corporate income tax: a flat 5.9% of taxable income for taxable years beginning on or after January 1, 2025.

What Happens If a Corporation Misses the Report

A corporation that skips its Corporate Report risks penalties and administrative revocation or dissolution. Do not assume a penalty amount from this article or from a third-party website. Call the Secretary of State's Business Services Division at 505-827-3600 and ask for the current penalty and reinstatement steps for your entity. Ask for the steps in writing, and keep a copy of your confirmation.

General resource: New Mexico Secretary of State Business Services.

How to File With the Secretary of State

• Online only: all business filings go through the SOS Enterprise Business Filing System at enterprise.sos.nm.gov.
• Look up your entity: use the business search to confirm your entity name, status and filing history before you file.
• Processing time: the Secretary of State does not publish a standard turnaround. Every filing is reviewed before the certificate is issued, and you will be notified by email of approval, rejection or a correction request. Plan around that email, not a fixed number of days.
• Expedited filing: under rule 12.3.1.9 NMAC, same business day service costs $150 when the filing is received before 2:00 p.m. (filings received later move to the next business day). Two business day service costs $100. Expedited fees are paid separately and are nonrefundable. Confirm that expedited service is currently offered before you rely on it.

Other Charges People Confuse With an Annual Report

Several state and local charges come up at the same time as the report question. None of them is a Secretary of State annual report, but each one is a real obligation.

• No general state business license: New Mexico issues no statewide business license. Activity-specific licenses come from the Regulation and Licensing Department. Check with that agency to see whether your trade needs one.
• City and county registration: some cities and counties charge their own flat annual business registration. The amount and rules vary by location, so check with your city or county clerk before you open.
• Gross receipts tax: New Mexico has no sales tax. Instead, the gross receipts tax is imposed on the business that sells goods or services. The state rate is 4.875%. Combined state and local rates run from 5.25% to 9.4375% under the schedule effective July 1, 2026 through June 30, 2027. Confirm the rate for your location with TRD.
• No statewide DBA: New Mexico has no statewide DBA or assumed-name registration for sole proprietors, general partnerships, LLCs or corporations. An LLC that trades under another name states that name in its Articles of Organization instead.

For tax registration, including the free BTIN and sales and gross receipts filings, see the New Mexico Taxation and Revenue Department. Its business registration guidance is at who must register a business.

Common Mistakes

• Paying a notice from a private company. Companies often send mailings or emails that look like state forms. Paying one does not file anything with the Secretary of State. Official filings happen only in SOS Enterprise.
• Assuming an LLC has no state paperwork. An LLC has no report, but it still needs its BTIN and gross receipts tax reporting if it sells taxable goods or services.
• Forgetting the corporate franchise tax. A corporation that files its Corporate Report on time can still owe the $50 franchise tax on form CIT-1, which is a separate obligation.
• Missing the first corporate report. The first report is due within 30 days after the certificate of incorporation is issued. That deadline comes early, so put it on your calendar on the day you form the corporation.

Quick Checklist

1. Confirm your entity type in the SOS business search.
2. If you have an LLC, there is no Secretary of State report. Confirm your BTIN and gross receipts tax setup with TRD.
3. If you have a corporation, calendar the 30-day first report and the biennial deadline.
4. Decide whether an LLC should elect corporate tax treatment, and confirm the choice with a CPA.
5. Check with your city and county for any local annual registration.
6. Save every confirmation from SOS Enterprise and TRD.

When to Get Professional Help

A single-owner LLC with one location and no unusual tax issues is often straightforward. A corporation with multiple owners, an LLC that wants to elect corporate tax treatment, or a business with out-of-state sales should involve a qualified attorney or CPA before filing. A missed corporate deadline is far cheaper to fix when you catch it early, so bring your formation date and fiscal year-end to that first conversation.

Informational content only. Nothing in this guide is legal, tax or accounting advice. Fees, deadlines and rules change, so verify each figure with the New Mexico Secretary of State, the Taxation and Revenue Department or the agency named before you act.