How Pennsylvania Has Changed Annual Reporting in 2025

This year, Pennsylvania retired its decennial report requirement and now requires many business entities to file annual reports. Going from reporting every ten years to every year is a result of the 2022 Act 122, which Governor Tom Wolf signed into law on November 3, 2022. Annual reports will help ensure the state has the most up-to-date information about Corporations, Limited Liability Companies, and other entities created in or registered to conduct business in Pennsylvania.

Annual report filings are a critical business compliance requirement that business owners should not ignore! Administrative dissolution or termination of the business entity, a reinstatement fee, and fees for each unpaid report are potential consequences of failing to file an annual report on time. Moreover, if an entity is administratively dissolved, it could risk losing its business name if another entity registers it before the entity becomes reinstated. Recognizing that the transition may be challenging for some business owners, the Pennsylvania Department of State will not impose administrative dissolution until the 2027 calendar year. After that grace period, entities could face termination within six months after their annual report due date.

Annual Report Due Dates

• Domestic Business Corporations – June 30th
• Foreign Business Corporations – June 30th
• Domestic Nonprofit Corporations – June 30th
• Foreign Nonprofit Corporations – June 30th
• Domestic Limited Liability Companies (LLCs) – September 30th
• Foreign Limited Liability Companies (LLCs) – September 30th
• Domestic Limited Liability Partnerships (LLPs) – December 31st
• Foreign Limited Liability Partnerships (LLPs) – December 31st
• Domestic Limited Partnerships (LPs) – December 31st
• Foreign Limited Partnerships (LPs) – December 31st
• Domestic Limited Liability Limited Partnerships (LLLPs) – December 31st
• Foreign Limited Liability Limited Partnerships (LLLPs) – December 31st
• Domestic Electing Partnerships that are not Limited Partnerships – December 31st
• Foreign Electing Partnerships that are not Limited Partnerships – December 31st
• Domestic Professional Associations – December 31st
• Foreign Professional Associations – December 31st
• Domestic Business Trusts – December 31st
• Foreign Business Trusts – December 31st

How to File Your Annual Report

According to the Department of State website, the agency will mail a postcard to a business entity’s registered office address at least two months before the company’s PA annual report deadline if the entity is required to file a report. Entities that have contracted with a Commercial Registered Office Provider (CROP) as their registered agent should expect to receive a notice of their annual report requirement from their CROP, which will receive an Excel file from the Department of State with a list of all the entities it represents that must file an annual report.

Business Corporations, LLCs, LPs, and LLPs must pay the state a $7 filing fee (via credit card) when submitting their online annual report form. Non-profit Corporations and LLCs or LPs with a not-for-profit purpose do not have to pay a fee.

The Department of State has an online form available through its Business Filing Services (BFS) customer portal. The form will be automatically approved within minutes, provided all information is completed and payment is made.

The annual report form requests similar information to what the Pennsylvania decennial reports included:

• Legal business name
• Jurisdiction of formation
• Registered office address (i.e., registered agent)
• Name of at least one governor of the entity (e.g., director, member, partner, etc.)
• Names and titles of the entity’s principal officers (if applicable)
• Principal office address
• Entity number issued by the Pennsylvania Department of State

An entity may update or correct the information it provided on its annual report by filing an Annual Report Update (Change in Information) form between when it filed its annual report and the end of the calendar year. The state does not charge a fee for filing an Annual Report Update.

I encourage you to mark your calendar now so you don’t overlook this important compliance filing. If you’re unfamiliar with the state’s annual report requirements or using the online filing system, or you simply don’t have the time to deal with this new compliance request, consider getting help from an online business filings expert who can handle it for you. The consequences for failing to file your annual report are significant, so don’t ignore this crucial responsibility.

References:
Annual Reports in Pennsylvania – https://www.pa.gov/agencies/dos/programs/business/types-of-filings-and-registrations/annual-reports.html
Act No. 122 of 2022 – https://www.palegis.us/statutes/unconsolidated/law-information/view-statute?txtType=PDF&SessYr=2022&ActNum=0122.&SessInd=0