Pennsylvania LLCs and corporations must begin filing an annual report with the Department of State starting in 2025. This requirement replaces the old decennial report system and creates a recurring compliance obligation for business owners. For most entities, the filing is straightforward and inexpensive. Missing the deadline can eventually put your company’s good standing at risk and, in more severe cases, can even threaten the entity’s continued existence.

For business owners, annual report compliance now becomes part of the regular corporate maintenance checklist alongside tax filings and internal governance tasks. Entities formed or registered in 2025 will have their first annual report due in 2026, per the deadlines. To better understand how annual report compliance fits into your broader corporate obligations, explore our business transactions services for additional support.

Who Has to File the Pennsylvania Annual Report?

The new annual report requirement covers nearly all familiar business entities in Pennsylvania. For most small business owners, the key covered groups include:

  • Business corporations (including C corporations, S corporations, and foreign corporations registered to do business in Pennsylvania)
  • Limited liability companies (LLCs), including single-member and multi-member LLCs and foreign LLCs registered in Pennsylvania

Other types of entities must also file, including nonprofit corporations, limited partnerships, limited liability partnerships, certain electing partnerships, professional associations, and business trusts. Nonprofits must file the report, although they usually do not pay a filing fee.

Key Filing Deadlines for LLCs and Corporations

The Commonwealth assigns different annual report deadlines based on entity type. For small business owners, the most important dates are:

  • Corporations, including business corporations and nonprofit corporations, must file by June 30 each year
  • LLCs, including domestic and foreign LLCs, must file by September 30 each year

All other covered entities (such as LPs and LLPs) must file by December 31. The first annual report is due in the calendar year after formation or foreign registration. For example, a corporation formed in 2025 must file its first annual report by June 30, 2026.

What Information Goes on the Pennsylvania Annual Report?

The purpose of the annual report is to keep the Department of State’s records up to date. It does not require financial statements. For corporations and LLCs, you should be prepared to provide:

  • Entity name and jurisdiction of formation
  • Principal office or headquarters address
  • Registered office address in Pennsylvania or the name of your commercial registered office provider (for more details on registered offices, see our related blog post)
  • Name of at least one governor, such as a director for a corporation or a manager or managing member for an LLC
  • Names and titles of principal officers if your entity has them (for example, president, secretary, CEO, or managing member)
  • The entity number issued by the Pennsylvania Department of State

When filing online through the state’s system, much of this information is prepopulated from existing records, making it easy to confirm or update details. This is a good opportunity to correct outdated addresses or officer listings that might otherwise lead to missed notices or confusion with banks, vendors, or state agencies.

How to File the Annual Report and What it Costs

The Department of State encourages businesses to file annual reports online at file.dos.pa.gov. Online filing is faster and minimizes errors. Paper filings remain possible, but electronic filing allows most companies to complete the process in a few minutes and download a confirmation for their records. Some companies choose to hire a third-party service, such as a commercial registered office provider, to complete the filing for an additional fee.

The filing fee for most small businesses is modest:

  • LLCs and business corporations, including S corporations, pay a $7 annual report fee
  • Nonprofit corporations and certain nonprofit LLCs do not pay a fee

Although the fee is minimal, it is mandatory, and failure to pay it can result in enforcement action.

What Happens if You Miss the Deadline?

Pennsylvania replaced the decennial report system with annual reports and introduced enforcement mechanisms to promote timely compliance. If a business fails to file its annual report, the Department of State may list it as delinquent. After a notice and grace period, the Department may eventually administratively dissolve the entity or terminate its foreign registration.

Administrative dissolution or termination can create significant problems. These include loss of good standing, difficulty entering into contracts, issues with financing, and potential exposure for owners who continue operating through an entity that has been terminated. Although reinstatement is possible for many entities, reinstatement takes time, requires additional fees, and may create gaps that cause issues during due diligence or when dealing with lenders or buyers.

Practical Tips to Stay Compliant

Annual reports are easy to overlook, especially for busy small business owners. The following strategies can help keep you compliant:

  • Add recurring calendar reminders 60 to 90 days before your annual due date (June 30 for corporations and September 30 for LLCs)
  • Maintain a central file with your entity number, formation documents, and current information for officers, directors, managers, or managing members
  • Coordinate annual report filing with other yearly tasks such as tax planning, BOI reporting, minute-book updates, and ownership reviews
  • If you manage multiple entities, create a centralized list that includes each entity, its type, and its annual deadline, and review it each spring and summer

Because this requirement is new and not every Pennsylvania business owner is aware of it, many companies risk falling behind on compliance. Working with counsel such as Spengler & Agans can help ensure your LLCs and corporations remain in good standing, so you can focus on operating and growing the business.

Reach Out to Spengler & Agans for Customized Guidance

If you want to ensure your Pennsylvania LLC or corporation remains compliant with the new annual report rules, we can help. Our attorneys focus on Pennsylvania corporate governance and small business compliance. Schedule a consultation online and receive guidance tailored to your business needs.