By Pennsylvania law, LLCs of all kinds need to file an annual registration to Pennsylvania’s Department of State, alongside the Bureau of Corporations and Charitable Organizations. The specifics of this report tend to vary by state – which makes it important that you have a service that specializes in Pennsylvania companies and knows what you can do to make sure the business stays compliant. There are many components to these reports, and knowing how to adequately put these documents together and submit them may be instrumental to the firm’s future. Read on to learn more about how these unique documents work.
What is an LLC annual report?
An LLC annual report is a document that certain types of businesses must file to the Department of State as a way of confirming their own continued operation. Many states use annual reports as the default system, but in Pennsylvania, this is only necessary with some organizations – especially if they have any significant operational changes that year. It’s easy for businesses to find the report difficult, or to not understand everything that goes into it. Not only do the specific contents depend on the company, but the reports also function very differently from how they do in most other states.
It’s important to note that state agencies don’t provide regular reminders about your company’s annual report due dates, so you’ll have to track this on your own. Your first letter from the state about the report could easily be a reminder that it’s overdue if you aren’t careful, so it’s absolutely paramount that you stay aware of this. If your business has multiple venues across the country, you need to note down the due date for annual reports – and any other essential documents – in each state. Tracking these deadlines yourself could be a significant drain on your company’s resources over time.
LLC annual reports are similar to decennial reports which all Pennsylvania companies (LLC or otherwise) submit every ten years; this is each year ending in a 1, with the next one due in 2031. The main focus of this document is to assess if businesses are still operating – acting as an effective census of the state’s firms. In the past, many companies only used decennial reports, but recent changes in the law mean every domestic business company must file annual reports, including Professional LLCs. These organizations submit an annual report each year to update state authorities on their usual business activities.
What goes into an LLC annual report?
When putting together a Pennsylvania LLC annual report, there are many components to include, or otherwise take into account. This commonly includes:
- The company address, which shows exactly where you conduct business across Pennsylvania, and proves you still use the space (or spaces) currently on record. This also confirms the state can send any mail relating to the firm to this location, in case any further correspondence is necessary.
- The current managers, which is especially vital for updating the Pennsylvania state authorities about who’s in charge of the company. In many cases, one of the key purposes of an LLC annual report is to show any changes in ownership or leadership which could affect how the firm operates.
- The purpose of the business, including the industry it resides within and its overall business goals. This allows the state to determine how to categorize your company, as your operational aims may change over time – and new legislation can significantly impact the sector your firm is part of.
- The company’s Employer Identification Number, which allows the business to pay taxes, hire new staff, open a bank account, and more. The IRS supplies this nine-digit number that doesn’t expire, though a business could decide to change its EIN, which is why a regular update is necessary.
- Details on shares that the company issues, as this provides vital insight into the business, including its current financial status and how the organization disseminates stocks. Information about investors also helps the state make sure that the firm is still conducting business with full legitimacy.
- Information on the company’s registered agent; this is the individual or service that could manage any critical documents for the firm, and assist them with legal matters. Your registered agent might even help you file this report, and is often a key requirement for businesses across the state.
How to file an LLC annual report in Pennsylvania
The process of submitting an annual report for your Pennsylvania LLC can seem daunting – though a registered agent could easily help you with this. Trusting your registered agent with this document doesn’t take it entirely out of your hands, but still allows an experienced professional to take care of the more difficult aspects. If your company has experienced no significant changes in the past year, this makes the filing process a lot easier. You can simply keep the registered agent in the loop about any changes, which they use to update the document.
While you can trust a registered agent to file your annual report, there are still several key questions you might have. With this in mind, here is what you need to know about the Pennsylvania annual report filing process:
Who does the LLC annual report go to?
Your company’s annual report goes to the Pennsylvania Department of State, which uses your information as a way of updating its own records and creating an accurate catalog of the state’s LLCs. They use this to assess the company’s operations – and give data about state companies to federal agencies. The Bureau of Corporations and Charitable Organizations also uses the annual report to maintain its records, which include data on 3 million firms that do business in the state. This helps to guarantee your Pennsylvania Limited Liability Company conducts its affairs with integrity.
Who files the annual report?
You can personally administer the company’s annual report alongside your registered agent, whose experience makes them a helpful partner when putting this document together. If you’re too busy handling other matters, you can appoint someone else to file your report. This might be any authorized person who you allow to act on behalf of the business, such as a manager or executive. It’s also important that your registered agent knows the company, or can otherwise adapt to meet its requirements with ease.
When selecting your registered agent, you need a service that’s:
When is an annual report due?
A Pennsylvania LLC must submit its annual report by April 15th every year – and late fees come into effect on May 15th if necessary. Make sure that you note any critical changes to the last report as they happen, which makes the submission process much simpler by the time you’re ready to submit your annual report. It typically doesn’t take much time to put the relevant information together, but it often helps to prepare it in advance, as this gives you time to check it over.
Is the submission online or physical?
You can submit a Pennsylvania Professional LLC annual report online or via mail, allowing the service to remain flexible for companies of all types, especially in the digital age. No matter how you submit your report, you can use an electronic signature instead of a handwritten one for convenience. If you’re submitting this physically to the Department of State, make sure you have the right address, and that you include a money order or a check to accommodate the document’s fees.
How does this differ between states?
States have their own unique requirements in terms of how they administer LLCs and other organizations, with it also being particularly common for different company structures to follow their own annual report rules. The most significant difference between states is the due date for an annual report, and more companies rely upon decennial reports instead of annual ones in Pennsylvania than in most other states. Many states ask for annual reports on the anniversary of the company’s foundation, but this isn’t the case in Pennsylvania.
Annual report fees and costs
The type of LLC you operate has a significant influence on how much the annual report costs, with usual domestic and foreign LLCs paying around $70 when filing these reports. For Professional LLCs of either kind, this starts at $610, and you need to multiply this by the amount of licensed professional members, so annual reports can be expensive over time for these businesses. It’s also essential to account for the cost of hiring a registered agent, though this depends on the service you choose; make sure you go for an affordable agent that accommodates your business needs.
Setting up a Pennsylvania Limited Liability Company can also incur a cost – specifically $125. Some states allow you to establish an LLC for as little as $40, but some others charge at least $300, making Pennsylvania far more affordable than most alternatives. The cost of an annual report is equally flexible across the country; California charges around $20-25 for different types of companies, while a report in Massachusetts can cost $500 for any LLC. If your business originated in another state, it’s important that you always keep track of this information.
While annual reports come with significant fees, alongside those of hiring a comprehensive service to deal with them, it’s easy to manage these costs by staying aware of them across the year. If you run a Professional LLC, it especially helps to budget with this in mind due to the higher cost – and you might want to limit the number of discounts you enact as a result. This could also prompt you to raise prices and limit the number of professional members to ensure you have enough revenue to accommodate these reports.
The consequences of failing to report
No matter the expenses of filing a report, the costs and consequences of foregoing this are often higher. This is yet another factor that depends on your state and the type of business you run. In Pennsylvania, your late fees come into effect on May 15th – exactly a month after the intended submission date. A decennial report doesn’t contend with any late fees, but it does have the significant consequence of losing the company’s good standing, which can affect a firm’s banking, reputation, and ability to conduct business.
In the context of annual reports, LLCs and Professional LLCs may receive a $500 penalty if they fail to submit an adequate document on time. The consequences typically extend far beyond this – as your annual registration also formally states that your business name is in use. Without filing an annual report when necessary, you can lose the exclusivity of your brand name and must file it immediately to ensure that nobody else takes it. This might even result in the company’s official dissolution or a loss of the liability protection that defines LLCs.
It’s absolutely essential you file an annual report for your Pennsylvania LLC by the due date, or your firm could easily lose its good standing. You may lose access to the courts, and potential business partners might struggle to trust your ability to complete agreed-upon tasks. Lenders and investors can even withdraw their funding in response, as losing good standing can make the company seem like a significant risk. By filing annual reports in the correct manner, and with the help of a registered agent, you could avoid these consequences and continue operating your LLC as normal.
The liability protection of an LLC is invaluable for many businesses throughout Pennsylvania and the country at large – so it can be worth realizing your business idea as one such company. Wyoming LLC Attorney specializes in helping organizations across Wyoming, Pennsylvania, and more see the benefits of this unique structure, so look into establishing an LLC with them. You may also hire Wyoming LLC Attorney as your registered agent, which allows for attorney-client privilege to protect your privacy at all times.