Annual Reporting Now Required for All Pennsylvania Business Entities
As of January 3, 2025, Pennsylvania law requires nearly all registered business entities to file an annual report with the Department of State. This new requirement, implemented under Act 122 of 2022, is now in effect and applies to both domestic and foreign entities doing business in Pennsylvania. If your business is registered with the Pennsylvania Department of State, this affects you.
What Changed?
Prior to 2025, Pennsylvania required most business entities to file a decennial report once every 10 years to maintain their registration. Act 122 eliminated the decennial report and replaced it with a more consistent annual reporting requirement that is intended to keep the Department of State’s business records up to date.
Who Is Required to File?
The requirement applies broadly to all domestic and foreign entities registered with the Pennsylvania Department of State, including:
Corporations (for-profit and nonprofit)
Limited Liability Companies (LLCs)
Limited Partnerships (LPs) and Limited Liability Limited Partnerships (LLLPs)
Limited Liability Partnerships (LLPs)
Business Trusts
Professional Corporations and Associations
Foreign associations (those formed outside of Pennsylvania but authorized to do business here)
What Information Must Be Included?
The annual report is a straightforward filing. It must include:
The entity’s name and jurisdiction of formation
The principal office address
The name of at least one governor (e.g., director, member, general partner, etc., depending on type of association)
The registered office address or the name of the entity’s registered agent in Pennsylvania
The entity number issued by the Pennsylvania Department of State
Many of the fields will pre-populate if you file the form online, but some (e.g., name of at least one governor) will require new or updated information.
When Is the Report Due?
The deadline for filing the Annual Report depends on your entity type. Reports are due once per calendar year as follows:
*For-profit and nonprofit corporations must file their first report by June 30, 2025—less than a month from now.
Is There a Filing Fee?
The fee for the new Annual Report is $7 for business corporations, limited liability companies (LLCs), limited partnerships (LPs) and limited liability general partnerships (LLPs), with a $0 fee for nonprofit corporations and any LPs or LLCs with a not-for-profit purpose.
What Happens If You Don’t File?
Beginning with the Annual Reports that are due in 2027, any organization that fails to file will be subject to (i) administrative dissolution, if it is a domestic filing entity, (ii) administrative cancellation, if it is a domestic limited liability partnership; or (iii) administrative termination of its registration, if it is a foreign association, and loss of the protection of its name.
How Do You File?
The Department of State strongly encourages business owners to file their Annual Reports online at file.dos.pa.gov. To take advantage of this option, complete the following steps, which can be found on the Department of State’s “Annual Reports in Pennsylvania” landing page:
Register an account for Business Filing Services (BFS) if you are new user (Customer Portal Overview).
Log in at file.dos.pa.gov and search for your company name under “Business Search.”
Click on the icon for Annual Report. No PIN access is required to file an Annual Report.
Complete the Annual Report form online and pay by credit card.
After the Annual Report is processed, the Form and Acknowledgement Letter will be available for immediate download. You also will receive an email with instructions on how to log into the BFS portal to retrieve your filed document under “My Work Queue.”
Further help, with step-by-step instructions and screen shots, can be found at How to File an Annual Report (PDF)
What Should You Do Now?
Determine your entity type and mark your annual report due date on your calendar.
For corporations (both for-profit and nonprofit): your first annual report is due by June 30, 2025—just weeks away. Do not delay.
Verify and update your contact information with the Department of State to ensure you receive future reminders.
File early to avoid last-minute technical issues or processing delays.
Need Help? Contact Us Today.
If you’re unsure how the new Annual Report rules apply to your business, please reach out to your contact at Hamburg Rubin. We also encourage you to visit Pennsylvania’s Annual Reports landing page, which contains additional guidance, frequently asked questions, and step-by-step filing instructions (with screen shots).
This article was written by Kevin McGrath, a partner in HRMM&L’s Business Law Department. You can reach Kevin at 215.661.0400 or email him at KMcGrath@HRMML.com.
This Client Alert is being provided for informational purposes only and is not intended and should not be construed as legal advice.