State guide

LLC Massachusetts: How to Start a Massachusetts LLC in 2026

Quick answer

To form an LLC in Massachusetts you file a Certificate of Organization with the Secretary of the Commonwealth’s Corporations Division and pay $500. Every year after that the LLC files an annual report by the anniversary of its filing date, which also costs $500. Online filings add a small expedited cost ($20 at the $500 level), so plan for about $520 a year in state fees.

On this page
  1. Massachusetts LLC at a glance
  2. How to start an LLC in Massachusetts
  3. Massachusetts LLC cost
  4. Massachusetts LLC annual report
  5. Massachusetts registered agent (resident agent)
  6. Massachusetts LLC registration and filing times
  7. State taxes that affect a Massachusetts LLC
  8. Forming a Massachusetts LLC as a non-resident
  9. How to dissolve an LLC in Massachusetts
  10. Doing it yourself vs using Borderless Filings
  11. Sources
  12. Frequently asked questions

Massachusetts LLC at a glance

Massachusetts is one of the most expensive states to keep an LLC in: both the formation filing and the annual report cost $500, and both amounts are written into the LLC statute. The filing itself is simple and done online.

ItemMassachusetts rule
Formation documentCertificate of Organization
State filing fee$500
Online expedited cost$20 on a $500 filing (4.5% of the subtotal above $500)
Where to fileSecretary of the Commonwealth, Corporations Division, online
Annual report$500, due on or before the anniversary of the original filing
Resident agentRequired: a Massachusetts resident, a domestic corporation or a foreign corporation authorized in Massachusetts
Name endingLimited liability company, limited company, L.L.C., L.C., LLC or LC
Publication requirementNone listed for LLCs

The fees come from the Corporations Division’s filing fees page, and M.G.L. c. 156C, s. 12 fixes the $500 formation and $500 annual report fees in law. If you are choosing a state rather than forming where you live, compare the yearly cost first with our LLC state fee comparison tool.

How to start an LLC in Massachusetts

You start a Massachusetts LLC by choosing a compliant name, appointing a resident agent, and filing the Certificate of Organization online with the $500 fee. The steps below follow the order most founders use.

  1. Choose and check the name. The Corporations Division’s LLC information page says the name must contain "limited liability company", "limited company" or one of the abbreviations L.L.C., L.C., LLC or LC, and must not be the same as or deceptively similar to another corporation, limited partnership or LLC without written consent. Search the corporate database, and reserve the name for $30 if you need time.
  2. Appoint a resident agent. Massachusetts calls the registered agent a resident agent. The LLC also keeps an office in Massachusetts where its required records are held (see the resident agent section below). Our registered agent service covers this if you do not have one.
  3. File the Certificate of Organization. Under c. 156C, s. 12, the certificate gives the LLC’s name, its Massachusetts office address, the resident agent and the agent’s written consent, managers if any, the people authorized to sign filings with the Secretary, and the general character of the business. File it through the Division’s online filing system and pay $500 plus the expedited cost. Our articles of organization guide explains the fields.
  4. Sign an operating agreement. It is not filed with the state, but it records who owns what, how decisions are made and what happens if a member leaves. Banks often ask for it.
  5. Get an EIN. The EIN is free from the IRS. With an SSN or ITIN you can apply online; without one you apply by fax, mail or phone, as the IRS EIN page explains. Our EIN application service handles the no-SSN route.
  6. Register with the Department of Revenue if needed. Sales tax, withholding and (if the LLC is taxed as a corporation) corporate excise registrations go through MassTaxConnect.
  7. Diary the annual report. The first $500 report is due by the first anniversary of the filing date. Our compliance deadline calendar works out the date.

Want our filing team to handle it? We check the name, arrange the resident agent, prepare and submit the certificate, and track it in your portal. The general process for any state is in our how to start an LLC guide.

Massachusetts LLC cost

A Massachusetts LLC costs $500 in state filing fees to form and $500 every year after that. Filed online, each $500 filing also carries a $20 expedited cost, so the realistic figures are $520 to form and $520 a year.

FeeAmountWhen
Certificate of Organization$500At formation
Annual report$500Each year by the filing anniversary
Online expedited cost$20 on a $500 filingWith each online or fax filing
Name reservation (optional)$30Before filing
Change of resident agent or officeFree online, $25 on paper or faxWhen it changes
Amendment$100If a statement in the certificate changes
Certificate of Good Standing$25When requested
Certificate of Cancellation$100When closing

The arithmetic for a small LLC filing online with no extras: $500 + $20 = $520 in the first year. In year two the annual report costs $500 + $20 = $520, and the same every year after. Over three years the state fees alone are $520 × 3 = $1,560. The expedited cost follows the Division’s sliding scale for fax and online filings: $15 for subtotals from $150 to $499, $20 at $500, and 4.5% of the subtotal above $500.

The expedited cost is not a faster service tier. The Division’s card payment page says online filers pay two fees, the filing fee and an expedited fee that covers processing and maintaining online data, and both are calculated by the system.

Massachusetts LLC annual report

Every Massachusetts LLC files an annual report with the Secretary of the Commonwealth on or before the anniversary date of the filing of its original certificate, and the fee is $500. The report repeats the information in the Certificate of Organization, so it is also the moment to update managers, addresses and the agent.

  • What it contains: c. 156C, s. 12(c) says the annual report sets out the same information required in the certificate of organization.
  • When: each year by the anniversary of the original filing date. An LLC formed on 10 March files by 10 March the next year.
  • How: online through the Corporations Division filing system, with the $500 fee and the $20 expedited cost.
  • If you miss it: under c. 156C, s. 70, the Secretary may start administrative dissolution once an LLC has failed to file annual reports for 2 consecutive years. The LLC gets written notice and 90 days to fix the problem; if it does not, it is dissolved and can only wind up. Reinstatement after administrative dissolution costs $100 plus the missing reports.

At $500 a report, missed years add up quickly on reinstatement. Our LLC annual report service files the report and sends reminders before the anniversary.

Massachusetts registered agent (resident agent)

Every Massachusetts LLC must keep a resident agent and an office in the Commonwealth. M.G.L. c. 156C, s. 5 says the agent must be an individual resident of Massachusetts, a domestic corporation, or a foreign corporation authorized to do business in Massachusetts. The office can be the agent’s address and does not need to be a place of business, but the LLC’s required records are kept there.

The agent receives lawsuits and official notices, and the agent’s name and address appear on the public record. The agent also consents in writing to the appointment when the certificate is filed. Changing the agent or office is free if you file the Statement of Change of Resident Agent/Resident Office online and $25 on paper or fax. An agent who resigns pays the same and must give the LLC a copy of the resignation. If nobody in the business lives in Massachusetts, a commercial agent is the practical choice, and our registered agent service covers it.

Massachusetts LLC registration and filing times

The Corporations Division does not publish a standard turnaround or a paid rush tier for LLC filings on the pages we checked. Online filing is the practical route: the certificate is submitted and paid for in one session, with card authorization taking about 30 seconds per fee. Our team starts once your order and documents are complete, and we cannot promise a time the state does not publish.

State taxes that affect a Massachusetts LLC

Massachusetts has no separate yearly LLC tax for an LLC taxed as a partnership or disregarded entity; the recurring state cost is the $500 annual report. The tax picture changes with how the LLC is taxed and where it sells.

  • LLC taxed as a corporation: the Secretary’s tax information page says LLCs that elect to be treated as corporations must register with the Department of Revenue for corporate excise, and a corporation subject to Massachusetts tax owes at least the $456 minimum corporate excise. That filing requirement only ends when the entity is legally dissolved.
  • Sales and use tax: the Department of Revenue’s sales and use tax guide sets the rate at 6.25% and treats a remote seller as a vendor once its remote sales to Massachusetts customers exceed $100,000 in a calendar year. Our sales tax registration service can file the application.
  • Income tax: profit of a pass-through LLC flows to the owners, and Massachusetts-source income can be taxed in Massachusetts even for owners who live elsewhere. Ask a licensed tax professional about your facts.

Forming a Massachusetts LLC as a non-resident

You do not have to live in Massachusetts or the US to form a Massachusetts LLC. The statute asks for a resident agent and a Massachusetts office, not resident members or managers.

The cost is the issue. At $500 a year, a Massachusetts LLC with no Massachusetts activity costs far more to keep than one in Wyoming or New Mexico, and New Mexico has no annual report for LLCs at all. Most founders outside the US with no customers, staff or property in Massachusetts form elsewhere; our Wyoming vs Delaware vs New Mexico LLC comparison and best state for an LLC guide set out the numbers. If a business formed elsewhere does operate in Massachusetts, it registers here as a foreign LLC, which costs $500 to register and $500 a year for the foreign annual report, so forming elsewhere saves nothing in that case.

  • Form 5472: a single-member LLC wholly owned by a foreign person files Form 5472 with a pro forma Form 1120 every year, even with no income. The penalty for not filing is $25,000. See our Form 5472 guide.
  • BOI: US-formed LLCs, including those owned by non-US persons, no longer file beneficial ownership reports with FinCEN under the final rule published 14 August 2026.
  • Address: the resident agent’s office is for legal papers. Banks usually want a separate business address, which our US business address service provides.

How to dissolve an LLC in Massachusetts

To close a Massachusetts LLC you wind up its affairs and then file a Certificate of Cancellation with the Corporations Division, which costs $100. The LLC information page says the certificate is filed upon dissolution and completion of winding up, or at any time there are no members.

  • Before filing: pay debts, close accounts and file final federal and state tax returns.
  • Corporate-taxed LLCs: the Secretary notes that a Department of Revenue filing requirement ceases only when the entity is legally dissolved, so file the cancellation rather than letting the LLC lapse.
  • Letting it lapse is expensive: an LLC that stops filing is only dissolved administratively after 2 missed years and a 90-day notice, and the unpaid reports are $500 each if you later need to reinstate.

Our LLC dissolution service handles the cancellation and the final federal steps.

Doing it yourself vs using Borderless Filings

You can form a Massachusetts LLC yourself online for $500 plus the expedited cost, and file the $500 annual report each year. The forms are short and the Division’s system calculates the fees.

What our service adds is preparation and checking before filing (name rules, agent, addresses), the resident agent, submission by our filing team, tracking and secure document storage in your portal, the EIN without an SSN for non-residents, and reminders before each anniversary so no $500 report is missed. Prices are on our pricing page with the state fee shown at cost, and you can start your order once you have a name. Nearby options are on our New Hampshire LLC, Rhode Island LLC, Connecticut LLC and New York LLC pages, and every state is on our US LLC states page.

Sources

Fees, deadlines and rules on this page were last checked on 27 September 2026.

Frequently asked questions

Why does a Massachusetts LLC cost $500 a year?

The $500 annual report fee is set by statute in M.G.L. c. 156C, s. 12, the same as the $500 formation fee. The Corporations Division cannot charge less, and online filings add a $20 expedited cost on top.

Is the Massachusetts annual report due on a fixed date?

No. It is due on or before the anniversary of the date the original Certificate of Organization was filed, so each LLC has its own date.

What happens if I skip one Massachusetts annual report?

The LLC falls out of compliance, but administrative dissolution can only start after 2 consecutive years of missed reports, followed by written notice and 90 days to fix it. Filing the missed report brings the LLC back into line.

Can an LLC be its own resident agent in Massachusetts?

No. The statute allows an individual Massachusetts resident, a domestic corporation or a foreign corporation authorized in Massachusetts. A member who lives in the state can serve as the individual agent.

Is it cheaper to form elsewhere and do business in Massachusetts?

No. A foreign LLC registration costs $500 and the foreign annual report is $500 a year, on top of the home state’s fees. Forming elsewhere only saves money if the LLC is not doing business in Massachusetts.

Does a Massachusetts LLC pay the $456 minimum excise?

Only if it elects to be taxed as a corporation. The minimum corporate excise applies to corporations subject to Massachusetts tax. An LLC taxed as a partnership or disregarded entity does not pay it.

Written by Muhammad Mustafa

Muhammad Mustafa owns and runs Borderless Filings. He researches and writes the guides on this site from official sources such as the IRS, US state filing offices, Companies House and HMRC. Filings are prepared and submitted by our specialist filing partner. Muhammad is not a lawyer or an accountant, and nothing on this site is legal or tax advice.