It is the requirement of every corporation incorporated in the state of Delaware to file an annual report every year. After the annual report is submitted, some clients wonder what happens with the information that is filed. Here are some more questions frequently received from our clients regarding the annual report.
Who can see the details that are filed on an annual report?
The company must provide some basic internal details on the annual report. The state of Delaware requires (1) the principal place of business, (2) names and addresses of all directors, (3) name and address of one officer and (4) authorization to file the annual report by a director or officer. Some maximum stock companies (those companies with over 5000 authorized shares) must also provide the total gross assets and total issued shares on the annual report.
Every annual report and the information listed becomes part of the official filing history of the company. The annual reports are electronically stored with the secretary of state’s office and the reported details cannot be viewed publicly. Therefore, it is not possible to see a filed annual report online with the state of Delaware.
How can a copy of a filed annual report be obtained?
Perhaps the details of the company officer and/or directors need to be provided for banking or contract purposes. The state of Delaware does not maintain an online database that allows anyone to view a copy of documents on file for a company. Therefore, in order to obtain a copy of a filed annual report, the document must be requested from the secretary of state’s office for a fee. The document is issued in black and white, just like all other state documents, so it can be printed and used immediately. Even though a copy of a filed annual report can be obtained, any information regarding a company’s total gross assets and total issued shares will not be disclosed. Therefore, for the specific companies that must provide this information on their annual report, those details will still remain private.
What if the information on an annual report needs to be modified?
Sometimes the details that are listed on an annual report can change throughout a year. For example, a director may resign, a new secretary may be elected, or there could be a change of principal place of business address for the company. In this case, an amended report needs to be filed to update the information previously filed. A completely new annual report must be filed in its entirety to replace the previous annual report on file. It is not acceptable to file a partial amended annual report that simply indicates the new details to be updated. The state of Delaware will allow an amended report to be filed up to one year after the date of the originally filed annual report.
Harvard Business Services can assist in obtaining a copy of a previously filed annual report or file an amended annual report for a company. Contact our office and we would be happy to help with any questions or requests.
See answers to more common Delaware annual report questions.