Written by Sandra L. Nonnenmocher, CPA, MST
On November 3, 2022, Governor Wolf signed into law Act 122 of 2022. The legislation amends Title 15 dealing with Corporations and Unincorporated Associations. Among the many changes, the Act includes a provision requiring filing an annual report with the PA Department of State starting in 2025. The new annual report will be required of all businesses, including foreign associations registered to do business in PA, and replaces the current decennial filing. Failure to file the annual report will subject the company to dissolution and loss of the right to its name. The annual report will include the following:
- Business name
- Jurisdiction of incorporation
- Name of at least one director, member, or partner
- Names and titles of the principal officers
- Address of the principal office
- The entity number issued by the PA Department of State
The annual fee for the new report is $7 for corporations, limited liability companies (LLC), and limited liability partnerships (LLP), with a $0 fee for nonprofits. The deadline for filing the annual report is based on the type of entity. For nonprofit and for profit corporations, the deadline is June 30. The deadline for LLC filings is September 30, and any other entity or association is due December 31.
The PA Department of State estimates the net revenue resulting from the annual report fee to be $4.6 million. The Department will be mailing the annual notice to all registered entities at least two months prior to the deadline, reminding them of the legislation requirements.
