Beginning January 6, 2025, most Pennsylvania domestic and foreign filing associations must file an Annual Report (DSCB:15-146) online at file.dos.pa.gov.
This new requirement applies to various entities, including domestic business corporations, nonprofits, limited liability companies (LLCs), limited partnerships (LPs), and all registered foreign associations.
These associations include:
- 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
- Principal office address
- Name of at least one governor (director, member, partner, etc., depending on type of association)
- Names and titles of the principal officers, if any
- Entity number issued by the Pennsylvania Department of State
The fee for the new Annual Report is $7 for business corporations, limited liability companies (LLCs), limited partnerships (LPs) and limited liability general partnerships (LLPs), with a $0 fee for nonprofit corporations and any LPs or LLCs with a not-for-profit purpose. The deadline for filing is based on the type of association:
- Domestic and foreign corporations (business and nonprofit): File between January 1 and June 30.
- Limited liability companies (LLCs), domestic and foreign: File between January 1 and September 30.
- Limited partnerships, limited liability partnerships, business trusts, and professional associations, domestic and foreign: File between January 1 and December 31.
Pennsylvania Annual Report vs. CTA BOI Report
It’s important to note the distinction between the Pennsylvania Annual Report and the Corporate Transparency Act (CTA) Beneficial Ownership Information (BOI) report:
- The Annual Report is required by Pennsylvania state law and is filed with the Pennsylvania Department of State (DOS).
- The BOI report is required by federal law and is filed with the U.S. Treasury Department’s Financial Crimes Enforcement Network (FinCEN).
- While both filings collect business-related information, they apply to different entities and require different data.
- Federal court cases involving the CTA BOI do not affect Pennsylvania’s annual reporting requirements.
Understanding the separate obligations under state and federal law, including the distinctions between the Pennsylvania Annual Report and the CTA BOI report, is essential to avoid penalties and ensure full compliance.
As the Annual Report is not part of the tax code, we cannot help with this filing or determine if your entity qualifies for an exemption.
We strongly encourage you to consult with legal counsel experienced in this area as soon as possible to help your organization take the necessary steps to ensure compliance with the Annual Report filing requirements, if applicable.
Contact your Brinker Simpson tax advisor for more information.
