Department of State Requires Annual Reports for Pa. Business Entities

A new rule that went into effect at the start of 2025 now requires most Pennsylvania business entities to file an Annual Report with the Department of State each year. This includes for-profit corporations (like brokerages), non-profit corporations (most local associations), LLCs (the most likely form for a qualified association), partnerships and pretty much any other business entity registered with the state. This rule replaces the prior requirement to file a report every 10 years.  

The reports must include basic information about the organization of the business, including the name of at least one “governor” of the entity (generally a director, partner or member, depending on the type of entity), along with a list of the names and titles of the “principal officers.” There is no financial information in the report — it’s just focused on the organization of the entity. Beginning in 2027, failure to file these reports will result in the automatic dissolution of the entity, though there is a process to reinstate them if the filing was missed by mistake. 

Reports can be filed as early as Jan. 1, with varying deadlines based on the type of entity. Corporation reports are due by June 30, LLC reports by Sept. 30 and the remaining types due by Dec. 31. The Department of State will remind businesses of the due dates approximately two months in advance, but it’s a good idea to be proactive in this first year to make sure that your contact information is valid and hasn’t changed in the years since you filed your last 10-year report … which is part of the reason for requiring the yearly reports in the first place. 

It’s critical to understand that this is a state-required report that’s totally different from the federal Beneficial Ownership Interest (BOI) registration rule that’s been suspended by the U.S. Treasury. This state yearly report is similar to reports required in many other states, and will stay in place regardless of the outcome of the litigation over the BOI rule.  

Additional information and instructions are available through the Department of State website. This page includes background on the rule, a detailed FAQ and specific instructions on how to file these reports online through the department’s online portal.  

If you have any questions on whether your business entity is required to report or exactly which information to include, contact your private attorney or financial professional for additional advice.

Editor’s note: This article was updated on March 3, 2025 to reflect new information regarding the Beneficial Ownership Interest (BOI) registration rule, which has been suspended by the U.S. Treasury.