The Massachusetts annual report: who files, when and what it costs

Key takeaways

• A Massachusetts LLC files its annual report with the Corporations Division on or before the anniversary of its certificate of organization, and the fee is $500 under M.G.L. c. 156C, s. 12.
• A Massachusetts business corporation files within two and a half months after its fiscal year ends, which works out to March 15 for a corporation with a December 31 year end.
• The corporation annual report costs $100 filed electronically and $125 on paper, or $150 if it is not filed on time, according to the Corporations Division fee schedule checked November 13, 2026.
• A nonprofit corporation organized under M.G.L. c. 180 files by November 1 each year, and the fee schedule lists that report at $15.
• The Secretary of the Commonwealth can start administrative dissolution after two consecutive years of missed annual reports, and the business has 90 days from the notice to fix the problem.
• Reinstatement costs $100 on the fee schedule, and the Corporations Division requires the overdue annual reports to be filed along with it.

If you own or manage an LLC, a corporation or a nonprofit in Boston or anywhere else in Massachusetts, you have a yearly filing with the state that is separate from your taxes. A Massachusetts annual report is a short document that a registered business entity files each year with the Corporations Division of the Secretary of the Commonwealth to keep its public record current. LLCs pay $500 and file by their formation anniversary. Corporations pay $100 to $150 and file within two and a half months of their fiscal year end.

The sections below cover which entities file, the deadline and fee for each type, how to file online or on paper, what the state can do when reports go unfiled, and how a dissolved business gets reinstated. Every rule here is a state rule; the City of Boston has no part in this filing.

What is a Massachusetts annual report and who has to file one?

A Massachusetts annual report is a yearly filing that updates the public record of a business entity: its name, addresses, agent and the people who run it. The Corporations Division is the office of the Secretary of the Commonwealth, at One Ashburton Place in Boston, that keeps those records. An LLC’s report repeats its certificate of organization with any changes. A corporation’s report also lists directors, officers and shares. Neither asks for revenue or profit.

The state’s statutes require a report from each of these entity types:

• Domestic LLCs, under M.G.L. c. 156C, s. 12, and foreign LLCs registered in Massachusetts, under c. 156C, s. 48.
• Domestic business corporations and foreign corporations authorized to transact business in the Commonwealth, under M.G.L. c. 156D, s. 16.22. Professional corporations file too.
• Nonprofit corporations organized under M.G.L. c. 180.
• Registered limited liability partnerships, under M.G.L. c. 108A, s. 45.
• Domestic and foreign limited partnerships, under M.G.L. c. 109, s. 63.

A “foreign” entity is one formed in another state or country, such as a Delaware corporation with a Boston office. Sole proprietors and general partnerships are not on the list. A business certificate (DBA) filed with a city or town clerk is a different filing and does not create an annual report duty with the Secretary of the Commonwealth.

When is the Massachusetts annual report due?

The Massachusetts annual report is due on a date that depends on the entity type, so an LLC and a corporation owned by the same person can have different deadlines. The dates below come from M.G.L. c. 156D, c. 180, c. 108A and c. 109, and from 950 CMR 112 for LLCs.

Entity type	Annual report due
Domestic or foreign LLC	On or before the anniversary of the original certificate of organization (or of the Massachusetts registration, for a foreign LLC)
Domestic or foreign business corporation, professional corporation	Within 2 1/2 months after the end of the corporation’s fiscal year
Nonprofit corporation (c. 180)	On or before November 1 each year
Registered limited liability partnership	On or before the last day of February in each year after the year of registration
Limited partnership	On or before the anniversary of the certificate of limited partnership

For an LLC, the anniversary is the date the Corporations Division filed the certificate of organization. For a corporation, a fiscal year ending December 31 puts the deadline at March 15, and a fiscal year ending June 30 puts it at September 15.

How much does a Massachusetts annual report cost?

A Massachusetts annual report costs $500 for an LLC and $100 to $150 for a business corporation, according to the Corporations Division filing fee schedule as checked on November 13, 2026.

Entity type	Annual report fee
Domestic or foreign LLC	$500
Domestic, foreign or professional corporation	$125 on paper, $100 if filed electronically, $150 if not filed on time
Nonprofit corporation (c. 180)	$15
Limited liability partnership	$500
Domestic or foreign limited partnership	$500 on paper or by fax, $450 if filed electronically
Voluntary association or trust	$75

Online and fax filings carry a second charge. The Corporations Division’s payment instructions say you pay “the filing fee and an expedited fee” on those filings. The fee schedule sets the expedited fee by the size of the order: $10 on orders from $85.00 to $149.99, $15 on orders from $150.00 to $499.00, and $20 on an order of exactly $500. By that table, a $500 LLC report filed online comes to $520.

The fee schedule lists a late amount only for corporations.

How do you file a Massachusetts annual report?

You file a Massachusetts annual report with the Corporations Division online, by fax, by mail or in person. The Division’s online filing help page describes the online route this way:

1. Log in to the Corporations Division online filing system with your Customer ID Number (CID) and PIN. If you do not have the CID, the Division gives it out at 1-800-392-6090 or cis@sec.state.ma.us.
2. Choose the annual report from the list of forms and complete every required field.
3. Review the information, click Accept and pay. The Division’s payment page lists Visa, MasterCard, American Express and e-check.
4. Save or print the acknowledgement screen for your records.

If the Division rejects the report, you can log back in, correct it and resubmit without paying a second time.

For paper filings, the office is at One Ashburton Place, 17th Floor, Boston, MA 02108, and the hours page lists the Filing Room as open Monday through Friday, 8:45 a.m. to 4:00 p.m.

What happens if you miss the Massachusetts annual report deadline?

Missing the Massachusetts annual report deadline costs a corporation an extra $25 to $50 in the first year, and two missed years in a row put any entity at risk of administrative dissolution. Administrative dissolution is the Secretary of the Commonwealth ending an entity’s right to do business because of unfiled reports, without a court case.

For LLCs, M.G.L. c. 156C, s. 70 lets the Secretary start the process once an LLC “has failed for 2 consecutive years” to file annual reports. The Secretary mails a notice to the LLC’s Massachusetts office. If the LLC does not correct the problem within 90 days, the Secretary dissolves it. A dissolved LLC still exists on paper but may carry on only the business needed to wind up and liquidate.

Corporations face the same sequence under M.G.L. c. 156D, s. 14.20 and s. 14.21, with one addition: unfiled tax returns or unpaid taxes under chapters 62C or 63 for two or more consecutive years are also grounds. The notice goes to the corporation’s registered agent, so an out-of-date agent address can mean you never see it.

A foreign LLC or foreign corporation loses its authority to transact business in Massachusetts instead. An LLP is on a shorter clock: c. 108A, s. 45 allows revocation of its registration after a single missed report, on at least 60 days’ notice.

How do you reinstate a business after administrative dissolution in Massachusetts?

You reinstate an administratively dissolved Massachusetts business by filing an application for reinstatement with the Corporations Division, and the statutes set no deadline for doing so. Both c. 156C, s. 71 (LLCs) and c. 156D, s. 14.22 (corporations) say the entity may apply “at any time.”

For an LLC, the Corporations Division’s LLC page says that “all annual reports owed must be filed” and gives the reinstatement fee as $100. Each back report carries its own $500 fee.

A corporation has an extra step. Its application must include a certificate from the Massachusetts Department of Revenue stating that all corporate excise taxes and related penalties are paid. The fee schedule lists the application at $100. Once reinstatement is effective for all purposes, s. 14.22 treats the corporation as if the dissolution had never happened. A foreign corporation owes annual reports for the last 10 fiscal years, according to the Division’s foreign entities page.

Is the Massachusetts annual report the same as a tax return?

The Massachusetts annual report is not a tax return, and filing one does not satisfy the other. The annual report goes to the Secretary of the Commonwealth. Tax returns go to the Department of Revenue through MassTaxConnect, on their own deadlines.

The Corporations Division’s tax notice says registered entities may have to file an annual corporate excise return, and that the duty “ceases only when the entity is legally dissolved by the Secretary.” The same notice gives the minimum corporate excise as $456.

One exception runs the other way. Under c. 180, s. 26A, churches and religious organizations, nonprofit schools and colleges, charitable hospitals, and tax-exempt library associations do not file the nonprofit annual report with the Secretary at all.

What should you recheck before you act?

Recheck these figures and rules, all last checked on November 13, 2026:

• Annual report fees ($500 LLC, $100/$125/$150 corporation, $15 nonprofit, $450/$500 limited partnership): confirm on the Corporations Division filing fee schedule.
• Expedited fees on online and fax filings ($10, $15 or $20 by order size): confirm on the fee schedule and on the payment screen before you submit.
• Reinstatement fee ($100) and the back reports the Division will require: call the Corporations Division at 1-800-392-6090.
• Your own due date: look up the entity in the Corporations Division’s corporate database to confirm the formation date or fiscal year end on record.
• The $456 minimum corporate excise and any tax deadlines: confirm with the Department of Revenue.

This guide is general information, not legal or tax advice. Rules and fees change; confirm the current requirements with the agency named before you file or pay.

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