MA

Massachusetts LLC Fees, Annual Report & Penalties (2026)

Formation, deadlines & compliance for Massachusetts LLCs

Massachusetts has one of the highest LLC formation and annual report fees in the country. The state requires an annual report filed with the Secretary of the Commonwealth. Despite higher costs, Massachusetts is a major tech and biotech hub with a highly educated workforce.

DR
Daniel Reyes, CPA
CPA · Small Business Compliance Specialist
Last updated:
$500
Formation Fee
$500
Annual Report
$500
Foreign LLC Fee
Yes
Franchise Tax

Quick Navigation

1Massachusetts LLC Formation

To form an LLC in Massachusetts, you'll need to file Articles of Organization with the Massachusetts Secretary of State.

Formation Details

2Annual Report Requirements

Massachusetts requires LLCs to file a annual report to maintain good standing with the state.

Annual Report Details

  • Filing Fee: $500
  • Due Date: Anniversary date of LLC formation each year
  • Frequency: Annually

Comparing deadlines across states? See every state's annual (or biennial) report due date, fee, and late penalty in one place on our annual report deadlines hub.

3Registered Agent Requirements

Massachusetts requires all LLCs to maintain a registered agent.

Can You Be Your Own Registered Agent?

Yes, you can serve as your own registered agent in Massachusetts.

Requirements: Massachusetts calls this a 'registered agent' with a physical Massachusetts street address. Must be an individual resident of Massachusetts aged 18+ or a business entity authorized to do business in MA. Cannot use a PO Box.

4Foreign LLC Registration

If your LLC was formed in another state but you want to do business in Massachusetts, you'll need to register as a foreign LLC.

Foreign LLC Registration

  • Registration Fee: $500
  • Requirements: Application for Registration as a Foreign Limited Liability Company, certificate of good standing from home state, and a Massachusetts registered agent. The $500 registration fee is among the highest in the country.

5Massachusetts LLC Taxes

Massachusetts has a flat 5% personal income tax on most income. Pass-through LLCs do not pay entity-level income tax, but members pay MA income tax on their share of LLC income. The $456 minimum corporate excise applies only to LLCs that elect to be taxed as a corporation; default pass-through LLCs (partnership/disregarded) do not owe it.

Franchise Tax

No general $456 'LLC excise' on pass-through LLCs. The $456 minimum corporate excise applies only to LLCs that have elected corporate tax treatment.

6Penalties for Non-Compliance

Late Filing Penalties

No monetary late fee for LLCs (the $25 + $5/month late fee in the statute applies to corporations under Ch. 156B, not LLCs under Ch. 156C). The consequence of non-filing is administrative dissolution after two consecutive years; reinstatement is $100 plus all overdue $500 reports.

Administrative Dissolution Risk

Failure to file the annual report can result in administrative dissolution. To reinstate, the LLC must file an Application for Reinstatement (MGL c.156C §71, $100 fee) plus all overdue $500 reports; there is no 'certificate of revival' in Massachusetts.

Key Considerations for Massachusetts LLCs

  • $500 formation fee and $500 annual report fee — among the highest in the US
  • Minimum corporate excise of $456 — applies only to LLCs that elect to be taxed as a corporation, not to default pass-through LLCs
  • Annual report due on the anniversary date of formation
  • Pass-through LLC members pay 5% flat personal income tax on income
  • No additional franchise tax beyond the annual excise
  • Despite high fees, Massachusetts offers access to top talent and tech ecosystem

Important Disclaimer

This article is for informational purposes only and does not constitute legal advice. LLC requirements, fees, and deadlines change frequently. Always verify current requirements with your state's Secretary of State office before making business decisions.

Massachusetts LLC Compliance Guides

Massachusetts LLC Taxes & Fees 2026

Formation cost, state/franchise tax, and the yearly fees a Massachusetts LLC owes.

Massachusetts LLC Annual Report & Compliance

Deadlines, fees, and filing steps to keep your Massachusetts LLC in good standing.

Massachusetts Registered Agent Requirements

Who can serve, the physical-address rule, and what a Massachusetts agent costs.

Can I Be My Own Registered Agent in Massachusetts?

The rules — and trade-offs — for acting as your own Massachusetts registered agent.

Massachusetts LLC Late Filing Penalties

What you owe — and how to fix it — if you file a Massachusetts report late.

Massachusetts Foreign LLC Registration

How to register an out-of-state LLC to legally do business in Massachusetts.

Official Resources

For the most up-to-date information, always check the official Massachusetts Secretary of State website:

https://corp.sec.state.ma.us