Effective January 1, 2025, there’s a significant change in Pennsylvania’s reporting requirements for certain domestic and foreign business entities. The longstanding decennial report will be replaced by a new Annual Report.
The entities that will need to comply with this new requirement include:
- Domestic Pennsylvania entities such as business corporations, nonprofit corporations, limited liability partnerships, electing partnerships that are not limited partnerships, limited partnerships, limited liability companies, professional associations, and business trusts.
- All “foreign registered associations” that are registered to conduct business in Pennsylvania.
The Annual Report is more than a formality. It necessitates the inclusion of essential information:
- Your entity or association name
- The jurisdiction of formation
- The address of your registered office
- The name of at least one “governor” (a director, LLC member or manager with significant management responsibility, general partner, etc., depending on the type of association)
- The names and titles of your principal officers, if applicable
- The address of your main office
- Your entity number issued by the Pennsylvania Department of State
Filing fees for the Annual Report are minimal, costing just $7 for corporations, LLCs, LPs and LLPs. Non-profit corporations and other entities with a non-profit purpose are exempt from this fee. The deadlines for filing are dependent on the type of business entity, and will remain consistent each year, starting in 2025:
- Corporations: June 30
- LLCs: September 30
- All other entities: December 31
Please be aware that, beginning with reports due in 2027, entities that do not file Annual Reports will face administrative dissolution, termination or cancellation six months after their respective filing deadlines. Non-compliant associations may also lose the exclusive right to their name. Please note that the Annual Report is an addition to the certificate of annual registration that some Pennsylvania entities are required to file.
To efficiently manage these reporting obligations, it’s crucial to ensure that all your information on record with the Department of State is accurate and up-to-date. This will ensure you receive timely notifications about upcoming deadlines.
Need further info? Visit the Commonwealth of Pennsylvania’s “Annual Reports in Pennsylvania” resources or contact your legal or RKL advisor.
