Pennsylvania

State formation fee

$125

Total with Formation Complete

$524

Annual duty cost

$7/yr

Report pattern

September 30 each year; filing window January 1 – September 30 for domestic and foreign limited

On fee alone, Pennsylvania is the 33th cheapest of the 49 jurisdictions in this Atlas to form in. Fee is the smallest part of the decision — the duty below is the part that repeats.

What it takes here

You form a Pennsylvania LLC by filing Articles of Organization with the Pennsylvania Department of State, Bureau of Corporations and Charitable Organizations. The state fee is $125, collected by us at cost as a pass-through — the state keeps its fee; our $399 is separate and labelled as ours on the pricing page. Act 122 of 2022 (signed November 3, 2022) created this annual report beginning in calendar year 2025 and REPEALED the long-time decennial report — so the old decennial report for older entities no longer exists. $7 fee is for for-profit LLCs; LLCs with a not-for-profit purpose pay $0. RA/CROP details from the official Department page for commercial registered office providers.

Name rules

Your company name must contain a limited-liability designator — “Limited Liability Company” or an accepted abbreviation such as “LLC” — and must be distinguishable from names already on the records of the Pennsylvania Department of State, Bureau of Corporations and Charitable Organizations. A name that implies a regulated activity (banking, insurance, trust) or a government affiliation invites rejection or a consent requirement in Pennsylvania as in most states. For a non-resident there is a second, quieter naming point: the name on the Articles of Organization is the name the IRS will print on your EIN confirmation (the CP 575), and it is the name your bank and payment processors will match against your documents. Pick the final name before filing; amending it later is a second state filing with a second fee.

Publication

Pennsylvania imposes no newspaper-publication requirement on a new LLC. The publication duty that founders read about belongs to a small set of states — New York, Arizona and Nebraska are the ones in this Atlas — and it does not travel with you if you form here.

Forms, office and processing

The filing office is the Pennsylvania Department of State, Bureau of Corporations and Charitable Organizations. The formation document is the Articles of Organization; most Pennsylvania filings can be made online, and online filings are acknowledged faster than paper ones as a rule. The Department of State reports that it has sustained average processing times of one business day for business filings since May 2025 (Department of State newsroom, reporting 2025 results) — a published average, not a per-filing guarantee. (Processing source: the office’s own page — checked 2026-11-05.) What we commit to in writing, before anything is filed, is the fee, the duty and the due pattern on this sheet.

The foreign-registration warning

Forming in Pennsylvania does not licence you to operate everywhere. If your LLC will have an office, employees, inventory or a sustained physical presence in another state, that state will generally require foreign qualification there — a second registration, a second agent and a second set of duties, on top of this one. Non-residents most often trip on this by forming in a low-fee state while living-adjacent operations, warehousing or staff sit somewhere else. The state of formation should follow the business, not the other way round; the diagnostic on this site asks where your customers and operations are for exactly this reason.

Your registered agent in Pennsylvania

Pennsylvania does NOT require a registered agent. Department of State (CROP page): 'Many states require the designation of a Registered Agent in order to register a business. Pennsylvania does not.' What PA requires instead is a registered office address in Pennsylvania — an actual street address or rural route box number; a post office box alone is not acceptable (15 Pa.C.S. § 135(c)(1)). An association without a PA physical location may instead list a Commercial Registered Office Provider (CROP) under 15 Pa.C.S. § 109, after contracting with that CROP.

Formation Complete includes the registered agent for year one. From year two the renewal is $149 a year — the same figure on every sheet in this Atlas, because the agent’s job (a real address, a person or service that can receive process, and forwarding that actually reaches a founder overseas) costs the same diligence in Harrisburg as anywhere else. If you move the agent elsewhere, the duty calendar below does not move with it: the report duty belongs to the LLC, not to the agent.

Duty calendar

Annual report — due Sep 30 — $7/yr.

1. Jan
2. Feb
3. Mar
4. Apr
5. May
6. Jun
7. Jul
8. Aug
9. Sep
10. Oct
11. Nov
12. Dec

Filled cell = a month in which this state’s duty falls due.

The recurring duty is the line that decides what Pennsylvania costs you in year three, not just year one. Annual report — due Sep 30 — $7/yr. Priced into the five-year table on this sheet at $7 a year (annualised), it is the difference between a cheap formation and a cheap company.

If it is late. No dollar late fee is stated on the Department's Annual Reports page. Transition rule: Act 122 requires a transition period — beginning with annual reports due in 2027, an association that fails to file in the 2027 calendar year is subject to administrative dissolution/termination/cancellation six months after the due date. The PA fee schedule separately lists an additional fee for each annual report not previously paid in a reinstatement context; it was not treated as a late fee here.

If the duty is missed altogether. Beginning with reports due in 2027: administrative dissolution/termination/cancellation six months after the due date, plus loss of the exclusive protection of the entity's name (the name becomes available to other filing associations during dissolution). Domestic entities may reinstate with no time limit by filing the reinstatement application fee, current annual report information, and a fee for each delinquent annual report; foreign associations cannot reinstate and must re-register.

Cost of ownership

Compare that five-year figure, not the formation fee, against any other state you are considering — the compare tray in the Atlas does it side by side for up to three states. A state that is $100 cheaper to form and $300 a year heavier to keep is the expensive state.

Where Pennsylvania sits in this Atlas: 33rd of 49 by formation fee ($125), and 16th by the five-year cost of ownership ($1,148). The year-one total of $524 is the $399 package with the state fee passed through at cost; after that, the meter runs at the $149 yearly agent renewal plus the state duty of $7 a year. The state duty itself makes up 2.4% of the five-year total; the rest is the package and the registered-agent renewal. That sits below the Atlas median five-year cost of $1,260. Judged on five years instead of filing day, Pennsylvania is one of the cheaper states to keep — and that longer view is the one a non-resident owner actually lives with.

Non-resident specifics in Pennsylvania

Pennsylvania’s recurring state cost for a domestic LLC is the duty on this sheet — Annual report — due Sep 30 — $7/yr. Two cautions decide whether that stays the whole story. First, tax follows activity, not paperwork: if your customers, property or people are in another state, that state can require foreign qualification there and tax the activity there, whatever this sheet says. Second, an LLC is a state-law shell around a federal tax position: a foreign-owned single-member LLC is disregarded for federal income tax by default, which is exactly the status that carries the Form 5472 duty described in the non-resident section below — the state choice does not change it.

The federal layer, which no state choice removes. A single-member LLC owned by a non-resident is, by default, a disregarded entity for US federal income tax — and since 2017 that status carries an annual information duty: Form 5472 attached to a pro-forma Form 1120, due each year the LLC exists, reporting reportable transactions with its foreign owner (funding the company counts). The penalty for a missing or late Form 5472 starts at $25,000. Multi-member LLCs are taxed as partnerships by default and file Form 1065, with their own withholding questions when US-source income reaches foreign partners. None of this is a reason not to form; all of it is a reason to form with the calendar already drawn. The EIN guide on this site walks the Form SS-4 route for founders with no SSN or ITIN, the CP 575 you receive, and the 5472 duty in full.

Address and banking reality. Your Pennsylvania LLC’s address on the state record is its registered office — the agent’s address — which is a service address, not your trading address, and should never be sold to you as one. Banks and payment processors will ask for the beneficial owner’s foreign address and passport-grade identification, and many will ask why the company sits in Pennsylvania; “my operations and customers are there” is an answer, a fee table is not. Form where the answer is true.

Sources: formation fee and duty verified against official state sources — Pennsylvania Department of State, Bureau of Corporations and Charitable Organizations: https://file.dos.pa.gov/ · duty record: pa.gov — Annual Reports (Department of State) · fees verified 2026-11-03, duties verified 2026-11-04. Federal figures (Form 5472 penalty) per IRS instructions for Form 5472.