In light of the continued emergency measures implemented by the Government of Puerto Rico, Secretary of State Elmer Román issued Administrative Order 2020-02 ("AO 2020-02") which approved an additional emergency deadline extension for all 2019 annual report and annual fee filings before Puerto Rico Department of State. As you are likely aware, the Puerto Rico General Corporations Act requires that every corporation organized and/or authorized to do business in Puerto Rico file an annual report in the Puerto Rico Corporations Registry administered by the Puerto Rico Department of State on or before April 15th of each year. At the same time, limited liability companies are required to submit an annual fee payment on the same date. All entities must also submit their responses to an economic survey issued by the Puerto Rico Department of Commerce and Economic Development. Last month, the Puerto Rico Secretary of State issued Administrative Order 2020-01 which extended the 2019 annual report and annual due filing dates from April 15, 2020 to May 15, 2020.

 

 

AO 2020-02 extends all annual report and annual fee filings through July 15, 2020, which normally is the final date available for corporations to submit an annual report. This extension is available automatically to corporations and limited liability companies; no action is necessary by the entity to claim the extension.

 

Failure to timely submit the annual report or the annual dues will result in the entity's loss of good standing before the Puerto Rico Department of State and the imposition of fines and penalties. Continued lack of good standing for a prolonged period may result in the entity becoming cancelled by the Puerto Rico Department of State. We recommend our clients remain current on their annual report and annual fee payments. Depending on the penalties and fines accrued, restoring a cancelled entity may cost thousands of dollars compared.