Massachusetts LLC annual report and yearly fees: what is due and when

What does a Massachusetts LLC have to file each year?

For forming the LLC in the first place, see how to form an LLC in Massachusetts.

When is it due?

On or before the anniversary of the date the Certificate of Organization was filed, each year from the year after formation: an LLC formed on April 2, 2026 files by April 2, 2027. The Corporations Division mails a courtesy reminder to the registered agent, but the date is unique to each LLC, so note it.

How much does it cost?

$500 a year, the same whether filed on time or late; paying online by card adds a small surcharge. Massachusetts charges LLCs no late fee. The $25 late fee quoted on some sites applies to corporations, not LLCs. Every missed year still adds another $500, so a late report never gets cheaper.

How do you file it?

1. Go to the Corporations Division online filing system

   Or use the paper annual report form.

2. Find the LLC

   By name or identification number.

3. Confirm or update details

   Addresses, managers and the registered agent.

4. Pay $500

   By card online, or by check to the Commonwealth of Massachusetts.

What information do you need?

The annual report usually confirms or updates the LLC's principal office and mailing addresses, its registered agent and registered office, the names and addresses of its members or managers, and an email address for state notices. Have the LLC's Massachusetts entity or file number ready; it appears on the formation approval and in the state's business search. Changing the LLC's name or management structure needs a separate amendment, not the report.

What happens if you file late or not at all?

A late report leaves the LLC not in good standing, which can block a certificate of good standing for a bank, buyer or lender. If the LLC fails to file for two consecutive years, the Secretary of the Commonwealth can administratively dissolve it after notice. A year after dissolution, its name becomes available to others.

How do you restore a dissolved LLC?

A dissolved Massachusetts LLC files an application for reinstatement following administrative dissolution, for $100, and must file every overdue annual report at $500 each. Reinstatement is generally available at any time. With two missed reports, reinstating costs $1,100. See reinstating a dissolved LLC.

What else does a Massachusetts LLC pay each year?

Owners pay Massachusetts's flat income tax on their share of profit, plus a 4% surtax on income above about $1 million. LLCs selling taxable goods or services file sales tax returns through MassTaxConnect, and employers file withholding, unemployment and paid family and medical leave contributions.

What does a typical year look like?

Is anything different for foreign owners?

No. A Massachusetts LLC owned by someone outside the US files the same annual report in the same way, usually online with a card. Make sure the registered agent forwards state notices promptly, since that is where reminders and penalty notices go. Separately, a single-member LLC owned by a foreign person must file Form 5472 with a pro forma Form 1120 with the IRS every year; that federal filing is unrelated to the state report and carries a $25,000 penalty if missed. See annual filings for foreign-owned LLCs.

How do you avoid missing it?

Put the due date in a calendar with a reminder a month ahead, keep the email address on the state's records current, and file as soon as the filing window opens. Registered agent services usually send reminders too. Be wary of official-looking letters from private companies offering to file for a much higher fee: genuine notices come from the Massachusetts Secretary of the Commonwealth, and you can always file directly. See business tax deadlines.

This guide is general information. It is not tax or legal advice for your situation.