Massachusetts runs two clocks for its annual report. LLCs report on the anniversary of the day they were organized. Corporations report a set time after their fiscal year closes. Both file with the Corporations Division of the Secretary of the Commonwealth, by mail or through its online filing service.
The gap in price is large too. An LLC pays four times what a corporation pays by mail. For search, formation costs and contacts, see the Massachusetts office guide.
What each entity type pays
These are the amounts on the Corporations Division fee schedule:
- Domestic LLC: $500 by mail. Online or fax filing is $500 plus a $20 expedite fee.
- Domestic or foreign corporation, on time: $125 by mail, or $100 plus a $10 expedite fee online.
- Domestic or foreign corporation, late: $150 by mail, or $125 plus a $10 expedite fee online.
So a corporation saves money by filing online and on time. An LLC pays the same $500 either way and only adds the expedite fee when it files online or by fax.
| Fee | LLC: $500; corporation: $125 (sec.state.ma.us, checked ) |
|---|---|
| When it is due | LLC: on or before the anniversary date of filing the original certificate of organization (e.g. organized June 12, 2021, due June 12, 2022). (malegislature.gov, checked ) |
| Where to file | corp.sec.state.ma.us/corpweb/CorporateOnlineFilings/OnlineFilingsWelcome.aspx (corp.sec.state.ma.us, checked ) |
Two due date rules, with examples
LLCs. The report is due on or before the anniversary of the date the certificate of organization was filed. An LLC organized on September 3 files by September 3 each following year. If you are unsure of the date, look up the entity in the Division's search and read its formation details.
Corporations. The report is due within two and a half months after the fiscal year ends. For a calendar year company the year closes on December 31, so the report is due by March 15. A corporation with a June 30 year end files by mid September.
How to file, step by step
- Look up your entity in the Corporations Division search to confirm its identification number and the date that sets your deadline.
- Choose the online filing service, or print the annual report form if you plan to mail it.
- Check the addresses, agent, and the managers or officers on file, and correct anything out of date.
- Pay the fee for your entity type, plus the expedite fee if you file online or by fax.
- Keep the filed copy with your company records.
Missed reports and Massachusetts status
Massachusetts gives you time before it acts, but not forever. After two years of missed annual reports, an LLC faces an administrative dissolution, with 90 days after notice to bring its filings up to date. A corporation that has not filed annual reports or tax returns, or has not paid its taxes, for two or more years in a row can also be dissolved.
Every status word Massachusetts uses is explained in our Massachusetts office guide.
Involuntarily Dissolved is the status that follows. Active means the entity exists and has not been dissolved by the state or by its owners.
Checking that your report is on file
Search the entity in the Corporations Division search and open its filing history. Your latest annual report should be listed, and the status should read Active. If you need proof for a bank or another state, order a Certificate of Good Standing after the report shows. Our guide to annual report deadlines by state compares these rules with other states.
Sources
- www.sec.state.ma.us/divisions/corporations/download/Fee_Schedule.pdf: report fee. Checked .
- malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156c/Section12: report due date. Checked .
- corp.sec.state.ma.us/corpweb/CorporateOnlineFilings/OnlineFilingsWelcome.aspx: online filing. Checked .