So, you’re a new business owner in the commonwealth of Massachusetts. After writing a business plan, hiring employees, registering with the commonwealth, and getting an operating agreement, you’re hopefully finding the success you once dreamed of. While that stressful process of filling out loads of paperwork to get your business launched is a done deal, one important piece of paperwork still remains: your first annual report.
Filing an annual report can be stressful. Every state has unique filing requirements, and they can vary depending on whether your business entity is a limited liability company (LLC) or a corporation. Certain states require you to file on a yearly basis, while others are bi-yearly. Some states require you to file Articles of Amendment and others don’t. These differing policies across state lines can add to your confusion and make annual report filing a daunting task, especially when you consider the fees and penalties that come with missing the filing deadline.
As the name implies, you only need to file an annual report once a year. Massachusetts has simple requirements, and lets you file completely online. Also, ZenBusiness is here to help, and we’ve provided this guide so you can better understand the ins-and-outs of filing an annual report in Massachusetts.
Legally forming a business is the first step in many state reporting requirements. Outside of filing an annual tax return, Massachusetts requires LLCs and corporations to file an annual report. Failure to file can result in some hefty fines and having your business dissolved or revoked.
Filing the annual report maintains your company’s good standing with the commonwealth and confirms basic information, such as your company’s name, location of its principal office, general character of the business, and so forth. All this information can be accessed by the public via the Massachusetts Corporations Search.
In Massachusetts, the annual report is filed with the Secretary of the Commonwealth, Corporations Division. All LLCs (both single-member and multi-member) and corporations retain the option to file by mail, walk-in, or fax. However, the commonwealth recommends filing online via the Corporations Online Filing System.
The Massachusetts government should send you a yearly reminder via the mail several months before the annual report is due. With that said, you shouldn’t count on them to remind you to file. It’s your responsibility to file on time.
The commonwealth of Massachusetts gives business owners several different options for filing their annual report. If you opt to file via mail or in-person, you can make checks payable to the Commonwealth of Massachusetts and submit your paperwork to the Corporations Division.
You also have the option to file via fax with three simple steps.
Once you finish filling out this information online, you’ll be taken to a secure website to pay your filing fee online. Upon completion of the payment, you can print your fax voucher cover sheet/payment confirmation and place it on top of your fax filing. Faxes are generally processed within 1 to 2 business days, and you can confirm your filing online on the Secretary of the Commonwealth website via the corporate database.
While you retain the option to file the old-fashioned way, the commonwealth itself suggests filing online as an easier way to file. Using a Customer ID number and PIN number, you can log into the Corporations Online Filing System and provide the state government with the important details of your business. Don’t have a CID or PIN number yet or can’t track yours down? Contact the commonwealth by email at firstname.lastname@example.org.
The due date for filing an annual report in Massachusetts varies by business structure.
Massachusetts charges different rates per business type to file an annual report, and also only charges a late fee for certain business types.
All LLCs and corporations must send the same information to the commonwealth government annually.
Upon the completion of your annual report, you’re good to go until the following year. Ordinarily, it only takes one day for the Secretary of the Commonwealth to process the annual report. Once processed, you can search the UCC database to view your filing, or contact the Secretary of the Commonwealth directly for verification.
If your business name doesn’t appear in the UCC database, it means your annual report may have been rejected. In that case, you’ll have the ability to refile as soon as you’re notified of the rejection by the commonwealth. There won’t be any additional charges for refiling.
Corporations will have to pay a $25 late penalty for failing to file on time. LLCs and nonprofits are not charged a fee for failing to file on time.
Fees aside, it is vital that you file an annual report every year. Failure to do so can result in administrative dissolution, meaning your business is no longer in good standing with the commonwealth and will not be recognized as an active business by Massachusetts. If this happens, you lose the benefits and protections that your entity type provides.
To save your entity from these issues, you’ll need to file additional paperwork to get your business reinstated and removed from the inactive list. Getting off the inactive list quickly should be a top priority, as you could potentially lose your business name if someone else scoops it up before you are reinstated.
Before you call up the Massachusetts government and sit on hold, you can take advantage of the commonwealth’s FAQ guides on filing online or via fax. If you’re still running into complications, you can call the Secretary of the Commonwealth directly or reach them via email.
Domestic and foreign corporations pay $109 to file online or by fax and $125 to file by mail. Filing late comes with a $25 penalty.
Domestic and foreign LLCs pay $520 to file online or by fax and $500 to file by mail. There’s no monetary penalty for late filing. Domestic and foreign nonprofits pay a $15 fee. Similar to an LLC’s annual report, there’s no monetary penalty for late filing.
Original signatures are not required when filing an annual report in the commonwealth of Massachusetts
Corporations must pay a $25 penalty for failing to file before their due date. LLCs and nonprofits do not face any monetary penalties but are at risk of administrative dissolution if they fail to file.
No, filing an annual report is only legally required for active businesses.
Disclaimer: The content on this page is for information purposes only and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.
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