The new annual reporting requirements under Pennsylvania Act 122 of 2022 introduce some significant changes starting in 2025. Here’s the breakdown:
Who Needs to File?
- Domestic business corporations
- Domestic nonprofit corporations
- Domestic limited liability (general) partnerships
- Domestic electing partnerships that are not limited partnerships
- Domestic limited partnerships (including limited liability limited partnerships)
- Domestic limited liability companies
- Domestic professional associations
- Domestic business trusts
- All registered foreign associations
The annual report must include the following information:
- Business name
- Jurisdiction of formation
- Registered office address
- Name of at least one governor (director, member, partner, etc.)
- Name and titles of principal officers, if any
- Address of the principal office
- Entity number issued by the Pennsylvania Department of State
Public Information
The details in the annual report will be publicly accessible on the Pennsylvania Department of State’s website.
Filing Fees for For-Profit Entities
$7 for business corporations, limited liability companies, limited partnerships, and limited liability general partnerships.
Filing Fees for Non-Profit Entities
No fee for nonprofit corporations, limited partnerships, or limited liability companies with a not-for-profit purpose.
Filing Deadlines
- Corporations: June 30th
- Limited Liability Companies (domestic and foreign): September 30th
- Other Entities (domestic and foreign): December 31st
Transition Period and Enforcement
There’s a transition period provided, but starting from annual reports due in 2027, non-compliant associations will face administrative dissolution, termination, or cancellation six months after the due date. However, reinstatement is possible with no time limit, though during dissolution, the association’s name may be taken by another entity.
Notification
The Department will send reminder postcards at least two months before deadlines, but the obligation to file rests with the associations regardless of notice receipt.
Where to File
Annual reports are filed through the Pennsylvania Secretary of State’s website (https://file.dos.pa.gov). We are available to help our clients with questions, but H2R CPA cannot file on your behalf. Feel free to contact your H2R CPA liaison and they will be happy to assist you with any questions.
Share:
