Pennsylvania LLC at a glance
A Pennsylvania LLC costs $125 to form and $7 a year for the annual report, which makes it cheap to keep. The newer rule to watch is the annual report, introduced in 2025, with administrative dissolution for non-filers starting with reports due in 2027. The fees below are from the Department of State’s fees and payments page.
| Item | Pennsylvania rule |
|---|---|
| Formation document | Certificate of Organization (DSCB:15-8821) with a docketing statement (DSCB:15-134A) |
| State filing fee | $125 |
| Where to file | Business Filing Services, Pennsylvania Department of State, Bureau of Corporations and Charitable Organizations |
| Annual report | $7, due 1 January to 30 September, from the year after formation |
| Penalty for not filing | Administrative dissolution six months after the due date, starting with 2027 reports |
| Registered office | A Pennsylvania address, or a commercial registered office provider |
| Expedite | $100 same day, $300 three-hour, $1,000 one-hour |
| Publication | No advertising required for a domestic LLC |
To compare Pennsylvania’s running costs with other states, use our LLC state fee comparison tool.
How to start an LLC in Pennsylvania
You start an LLC in PA by checking the name, arranging a registered office, and filing the Certificate of Organization with its docketing statement in Business Filing Services. The Department of State’s Pennsylvania limited liability company page confirms both documents and that no advertising is needed to form a domestic LLC.
- Choose and check the name. Under 15 Pa.C.S. 204 the name must contain "company", "limited" or "limited liability company", or an abbreviation of one of them. 15 Pa.C.S. 202 restricts words such as bank, insurance, credit union and cooperative unless conditions are met. Search the business name search first; a name reservation costs $70.
- Arrange a registered office. Use a Pennsylvania street address or a commercial registered office provider (see below). Our registered agent service covers this if you have no Pennsylvania address.
- File the Certificate of Organization and docketing statement. File online at Business Filing Services and pay $125. Our articles of organization guide explains the fields, which Pennsylvania puts on a Certificate of Organization.
- Sign an operating agreement. Pennsylvania does not collect it, but it records ownership, management and what happens when a member leaves, and banks often ask for it.
- 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 the international phone line, as the IRS EIN page explains. Our EIN application service handles the no-SSN route.
- Register for Pennsylvania taxes you need. Sales tax licenses and employer accounts are opened through the Department of Revenue’s myPATH system.
- Put the annual report in your calendar. An LLC formed in 2026 files its first $7 report between 1 January and 30 September 2027. Our compliance deadline calendar tracks it.
Want our filing team to do it? We check the name, prepare the Certificate of Organization and docketing statement, arrange the registered office and track everything in your portal. The general process for any state is in our how to start an LLC guide.
Pennsylvania LLC cost
A Pennsylvania LLC costs $125 in state fees to form and $7 a year after that for the annual report. Optional expedite and certificates add to that only if you need them.
| Fee | Amount | When |
|---|---|---|
| Certificate of Organization | $125 | At formation |
| Annual report | $7 | Every year from the year after formation, by 30 September |
| Name reservation (optional) | $70 | Before filing |
| Same-day expedite (optional) | $100 | Received before 10 a.m. |
| Three-hour expedite (optional) | $300 | Received before 2 p.m. |
| One-hour expedite (optional) | $1,000 | Received before 4 p.m. |
| Change of registered office | $5 | When it changes |
| Other domestic LLC filings (ancillary transactions) | $70 each | For example, amendments |
| Subsistence certificate | $40 | Any time |
| Reinstatement (online) | $35 plus $15 per missed report | After administrative dissolution |
The arithmetic for a small LLC formed in 2026 with no expedite: $125 in 2026, then $7 in 2027 and $7 in 2028, so $125 + $7 + $7 = $139 over three years in Department of State fees. The expedite fees are charged on top of the statutory filing fee, not instead of it.
Pennsylvania LLC annual report
Since 2025, every Pennsylvania LLC files an annual report with the Department of State. The fee is $7, the filing window is 1 January to 30 September, and the first report is due the year after formation.
The Department of State’s annual reports page sets out the rules:
- What it contains: the name, jurisdiction of formation, registered and principal office addresses, at least one governor’s name, principal officers’ names and titles, and the entity number.
- How to file: log in at Business Filing Services, find the company under Business Search, complete the report and pay by card. Online filings are approved automatically.
- Reminders: the Department mails a postcard to the registered office at least two months before the deadline, which is one reason to keep that address current.
- Restricted professional companies: they also file a separate Certificate of Annual Registration by 15 April, with a fee of at least $500.
Administrative dissolution timeline
Beginning with annual reports due in 2027, an LLC that fails to file its report in that calendar year is administratively dissolved six months after the due date. For an LLC due by 30 September 2027, that means dissolution from around the end of March 2028 if nothing is filed. While it is dissolved, the name is made available to any other filer, and the LLC cannot get a subsistence certificate.
A domestic LLC can reinstate with no time limit: file the application for reinstatement ($35 online or $40 on paper) and $15 for each delinquent annual report. If another business has taken the name in the meantime, the LLC must choose a new one. A foreign LLC registered in Pennsylvania cannot be reinstated; it files a new foreign registration and receives a new entity number. Our LLC annual report service files the $7 report and sends reminders so none of this happens.
Pennsylvania registered agent (registered office)
Pennsylvania does not use the term registered agent in the usual way. Each LLC states a registered office, which is either a Pennsylvania street address or the address of a commercial registered office provider.
Under 15 Pa.C.S. 109, an LLC can write "c/o" followed by the name of a commercial registered office provider that has filed its own statement with the Department of State, instead of giving its own address. Founders outside Pennsylvania, or who do not want a home address on the public record, usually take this route; a member with a Pennsylvania address can use that instead. Changing the registered office costs $5. Because the Department mails annual report reminders to the registered office, choose a provider that forwards mail promptly.
Pennsylvania LLC registration timing
The Department of State’s fee page does not publish a standard processing time for new LLCs, but it does publish paid expedite options: same day for $100 if received before 10 a.m., three hours for $300 if received before 2 p.m., and one hour for $1,000 if received before 4 p.m. Our team starts once your order and documents are complete, and we do not promise a turnaround the Department has not published.
State taxes that affect a Pennsylvania LLC
A Pennsylvania LLC does not pay an annual franchise tax: the Department of Revenue’s corporation taxes page lists the capital stock and franchise tax under repealed taxes. The taxes that usually matter are sales tax and the owners’ income tax.
- Sales tax: the sales, use and hotel occupancy tax page sets the rate at 6%, with an extra 1% in Allegheny County and 2% in Philadelphia.
- Remote sellers: the Department’s online retailers guidance sets the economic nexus threshold at $100,000 of annual Pennsylvania gross sales, measured by calendar year. Our sales tax registration service can file the license application.
- Income tax: an LLC taxed as a disregarded entity or partnership passes profit through to its owners, while an LLC that elects corporate tax treatment falls under corporate net income tax. Ask a licensed tax professional about your facts.
Forming a Pennsylvania LLC as a non-resident
You do not need to live in Pennsylvania or the US to form a Pennsylvania LLC. You need a registered office in the state, which a commercial registered office provider supplies, and the $125 fee.
Pennsylvania makes sense when the business actually operates there. Founders outside the US selling online with no Pennsylvania link usually compare Wyoming and New Mexico first, mainly for privacy and a simpler profile. See our Wyoming vs Delaware vs New Mexico LLC comparison and best state for an LLC guide. If an LLC formed elsewhere later does business in Pennsylvania, it registers as a foreign LLC, and the foreign registration statement costs $250.
- 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, and it cannot be e-filed. 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 registered 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 Pennsylvania
To dissolve an LLC in Pennsylvania you wind up its affairs and then file a certificate of termination, which must be filed together with tax clearance certificates from the Department of Revenue and the Department of Labor and Industry. The LLC can also file a certificate of dissolution once it dissolves.
- The statute: 15 Pa.C.S. 8872 requires the certificate of termination to be delivered with the certificates required by 15 Pa.C.S. 139, which are clearance certificates showing all taxes and charges due have been paid. Request these early, as they can take time.
- Never did business: under 15 Pa.C.S. 8878, an LLC that never transacted business or held assets other than capital contributions can be terminated by its members or organizers with a certificate of termination.
- Fee: the fee schedule does not list the dissolution filings by name; it lists $70 for each ancillary domestic LLC filing, and Business Filing Services shows the exact fee before you pay.
- Do not just stop filing: administrative dissolution for missed reports is not a proper closure and leaves taxes and accounts open.
- Federal steps: file a final federal return (and a final Form 5472 if the LLC is foreign-owned) and ask the IRS to close the EIN account.
Our LLC dissolution service prepares the state filings and the final federal steps.
Doing it yourself vs using Borderless Filings
You can form a Pennsylvania LLC yourself on Business Filing Services for $125 and file the $7 annual report online each year. The filings are short.
What our service adds is preparation and checking before filing (name rules, docketing statement, registered office), submission by our filing team, tracking and secure document storage in your portal, the EIN without an SSN for non-residents, and annual report reminders ahead of the 2027 dissolution rule. Prices are on our pricing page with the state fee shown at cost, and you can start your order once you have a name. Neighboring states are on our New Jersey LLC, New York LLC, Ohio LLC and Delaware LLC pages, and every state is on our US LLC states page.
Sources
- Pennsylvania Department of State: Fees and payments
- Pennsylvania Department of State: Annual reports
- Pennsylvania Department of State: Pennsylvania limited liability company
- Pennsylvania Department of State: Business search
- Justia (Pennsylvania statutes): 15 Pa.C.S. 109, Name and address of office
- Justia (Pennsylvania statutes): 15 Pa.C.S. 139, Tax clearance
- Justia (Pennsylvania statutes): 15 Pa.C.S. 202, Names
- Justia (Pennsylvania statutes): 15 Pa.C.S. 204, Required designation
- Justia (Pennsylvania statutes): 15 Pa.C.S. 8872, Winding up
- Justia (Pennsylvania statutes): 15 Pa.C.S. 8878, Voluntary termination
- Pennsylvania Department of Revenue: Corporation taxes
- Pennsylvania Department of Revenue: Sales, use and hotel occupancy tax
- Pennsylvania Department of Revenue: Online retailers
- IRS: Get an employer identification number
- IRS: Instructions for Form 5472
- FinCEN: Beneficial Ownership Information Reporting
Fees, deadlines and rules on this page were last checked on 27 September 2026.