How Pennsylvania Is Changing Annual Reporting in 2025

The new reporting rule and revised annual report dates apply to the following types of business entities in Pennsylvania:

• 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

According to the Department of State website, the agency will mail a notice with details to the business entity’s registered office address if an entity is required to file an annual report.

The new annual reports request similar information to what the state’s former decennial reports included:

• Legal business name
• Jurisdiction of formation
• Registered office address
• 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

Penalties for Failure to File an Annual Report

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 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.

While Pennsylvania businesses do not have to file annual reports until 2025, I encourage you to mark your calendar now so you don’t overlook this important compliance filing. And when the time comes to submit your annual report, reach out to us! My team will prepare and file it on your behalf, saving you time and giving you peace of mind.

References:
Annual Reports in Pennsylvania – https://www.dos.pa.gov/BusinessCharities/Business/Resources/Pages/Annual-Reports.aspx
2022 Act 122 – https://www.legis.state.pa.us/cfdocs/Legis/LI/uconsCheck.cfm?txtType=HTM&yr=2022&sessInd=0&smthLwInd=0&act=122