Beginning in 2025, Pennsylvania’s domestic and foreign entities will be required to file an annual report.
The decennial report requirement that these entities were previously subject to has been repealed. Below is some information about this new compliance requirement that all owners of business entities formed in Pennsylvania or formed elsewhere and registered to do business in Pennsylvania need to be aware of.
Who has to file an annual report?
Domestic business corporations, nonprofit corporations, limited liability partnerships, electing partnerships that are not limited partnerships, limited partnerships (including limited liability limited partnerships), limited liability companies, professional associations, business trusts, and all registered foreign entities.
What information must be included in the annual report?
The entity’s name, jurisdiction of formation, registered office address, name of at least one governor, names and titles of any principal officers, principal office address, and entity number issued by the Department of State.
What is the filing fee?
The annual report fee is $7, except that there is no fee for nonprofit corporations and any LPs or LLCs with a not-for-profit purpose.
When is the annual report due?
The annual report for domestic and foreign business and nonprofit corporations must be filed by June 30th. Domestic and foreign LLCs must file by September 30th. Any other domestic or foreign entity must file its annual report by December 31st.
A company’s first annual report is due the year following its formation in Pennsylvania or its initial foreign registration.
What are the penalties for failure to file?
Beginning with annual reports due in 2027, an entity that fails to file its annual report in the 2027 calendar year will be subject to administrative dissolution if it is a domestic entity, administrative cancellation if it is a domestic LLP, or administrative termination of its registration if it is a foreign entity, six months after the due date of the annual report. During the time of administrative dissolution, cancellation, or termination, the entity’s name will be made available to any other entity.
