Everything You Need to Know About Pennsylvania LLCs:
Pennsylvania LLC Formation Options
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How to Start an LLC in Pennsylvania
To start an LLC in Pennsylvania, you’ll need to do three things: appoint a registered agent, choose a name for your business, and file Certificate of Organization with the Pennsylvania Department of State, Bureau of Corporations and Charitable Organizations. You can file the document online or by mail. You can also file the paperwork in-person in Harrisburg. The certificates cost $125 to file. Once filed with the state, this document formally creates your Pennsylvania LLC.
According to 15 PA Cons Stat § 8825 (2019), every Pennsylvania LLC must appoint a registered office where legal notifications are accepted. The address you decide to list becomes a part of the public record of your LLC. You don’t need to hire a registered office provider but if you do, make sure your provider will list their address on your certificate wherever possible to ensure maximum privacy.
If you’re starting a new business, you probably already know what you want to name your LLC. But you’ll need to know if your preferred name is available. To find out, visit https://www.corporations.pa.gov/Search/CorpSearch and search until you find the perfect name for your LLC.
Once you know who your registered agent will be and what your LLC name is, you’re ready to file your Pennsylvania Certificate of Organization. Follow along with our filing instructions below:
Filing the Pennsylvania LLC Certificate of Organization
Learn more about each Certificate of Organization requirement below. Note that the information you provide becomes part of the public record—permanently.
Or skip the form entirely and hire us to form your Pennsylvania LLC. We provide a free business address to list whenever possible throughout the filing to better keep your personal address private.
1. Company Name
Your name must include “Limited Liability Company,” “Limited,” “Company” or an abbreviation. You can’t choose a name already in use in the state or that contains words suggesting you’re a corporation (like “incorporated”).
2. Registered Office or Provider
Your Pennsylvania registered agent or office provider must list the Pennsylvania street address where someone will be available to accept legal notifications. This address becomes part of the permanent public record of your LLC. If you have a commercial office provider like Northwest, you just need to list their name and the county they’re in—and you can avoid listing your personal home or office address on this public document.
3. Pennsylvania’s LLC Organizer
Your organizer is the person you authorize to form and file your Pennsylvania LLC Certificate of Organization. It doesn’t have to be a member, manager, or anyone in the LLC. When you hire Northwest to form your LLC, we’ll be your organizer.
4. Effective Date
You can choose whether your Pennsylvania LLC will begin immediately or at a later date. You can choose an effective date up to 90 days in the future (so if the next tax period is creeping up, you could wait to start until then).
5. Professional Companies
Tick this box if you’re a professional company. While you’re probably perfectly professional, a Professional LLC offers licensed medical, law or accounting services and has additional filing requirements. Tip: Most LLCs are not professional companies.
6. Benefit Companies
Benefit companies are kind of a cross between a profit and a non-profit. They are created for general public benefit (such as education) but can still make a profit. Additionally, benefit companies aren’t eligible for nonprofit tax exemption. Like Professional LLCs, benefit companies have additional filing requirements.
7. Docketing Statement
In addition to the Certificate of Organization, filers must also submit a Docketing Statement. Online, this form is included, but if filing with a paper form, you’ll have to download the Docketing Statement separately. It is a short form that requests the name and mailing address of the person responsible for tax reports, a brief description of business activity, your tax or fiscal year end date and your FEIN (which you can get later).
Why Have a Registered Agent Form Your Pennsylvania LLC?
Professionals in Pennsylvania hire registered agent services like Northwest Registered Agent to start an LLC—but why?
Standard filing companies don’t have employees or offices in every state. But as a national registered agent and office provider, it’s a requirement for us, which is a benefit for our clients. Our office is in King of Prussia. We’re on a first name basis with the people who work in the Bureau of Corporations and Charitable Organizations. We know all the fastest filing methods, which translates to fast, professional service—without extra fees.
As your registered office provider, we list our King of Prussia registered office address on your LLC’s formation documents. Why? If you’re starting a business from your apartment in Hershey, do you really want your apartment address as your business address? (Hint: the answer is no.) We’ll list our address, so you don’t have to list yours. Plus, we never sell your data. We don’t list your personal information on filings if we don’t have to. It’s all standard and part of our commitment to Privacy by Default®.
Free Mail Forwarding and Business Address
We already accept your legal mail—so why not take it a step further? In every state, we include limited digital mail forwarding for your regular mail too (5) pieces of regular mail a year; $15 a doc after that). Plus, you can list our address as your business address. That means you can have all business mail routed through our office. With both mail forwarding and a business address included, you get a level of security unmatched in the formation industry.
We know the in’s and out’s of each state—and we use this knowledge to help you when you need it most. Our team of Corporate Guides® has over 200 local business experts. You can call or email us for answers to all your questions about your LLC in Pennsylvania. Our Corporate Guides are dedicated solely to helping you with your business—not selling you services or meeting quotas.
What Do I Do After My Pennsylvania LLC Is Formed?
After your Pennsylvania Certificate of Organization is approved, you still have a few more important steps to take, including getting an EIN, drafting an operating agreement, opening a bank account, funding the LLC and learning about state reporting and tax requirements.
Get an EIN
An EIN (“Employer Identification Number”) is a federal tax ID assigned to your business by the IRS. The IRS uses your EIN to easily identify your business on tax filings.
Does a Pennsylvania LLC need an EIN?
Yes—You’re required to get an EIN if you plan to hire employees or file certain federal excise taxes like Alcohol/Tobacco/Firearms returns. You’ll also be asked for your EIN for plenty of regular business activities too, like opening a bank account, establishing credit with vendors, applying for local permits or licenses, or filing state or municipal tax forms. In some cases, you can use your personal social security number instead—but constantly handing out your SS# can put your data privacy at risk.
How do I get an EIN for my LLC?
You can apply for an EIN directly from the IRS at no cost. Most businesses are able to apply online, but if you don’t have a social security number, you’ll need to apply with a paper form. Want one less thing to do? Add on EIN service when you hire us, and we’ll get your EIN for you. Or choose our VIP service—an EIN is included.
Write an LLC Operating Agreement
Operating agreements put into writing how your business actually operates—how much each member invested, how profits and losses will be allocated, how voting works, and what happens if there’s a dispute or if the whole business (knock on wood) falls apart.
Do I need an operating agreement for a Pennsylvania LLC?
15 PA Cons Stat § 8815 (2019) doesn’t specifically require an operating agreement. That said, your operating agreement is your Pennsylvania LLC’s most important internal document because it defines the terms of your business. It puts in writing who owns the business and how much each person invested. It spells out how profits and losses will be allocated and what happens if you end up shutting the whole thing down. This information is the core of your business—and shouldn’t be decided on a whim.
What should be in an operating agreement?
An operating agreement should explain how the business will handle “big picture” situations—everything from allocating profits and losses to dissolving the business. Below is a list of common topics that operating agreements should cover.
Profits, losses, and distributions
Voting rights, decision-making powers, and management
Transfer of membership interest
Dissolving the business
Your operating agreement can cover pretty much anything as long as it isn’t contrary to Pennsylvania law. Topics not allowed to be changed in the operating agreement are listed in 15 PA Cons Stat § 8815 (2019), which forbids actions such as restricting access to records and eliminating obligations of good faith.
How do I write an operating agreement?
To write an operating agreement, you need to address how your business will handle money, members, votes, management, and more. Not sure how to get started? At Northwest, we’re here to help your LLC get off on the right foot. When you hire us, we provide your business with a free LLC operating agreement, specific to your management style. We’ve spent years developing these agreements and other free LLC forms—which have been used by over a million LLCs.
Open an LLC Bank Account
Your LLC needs its own bank account. Why? An LLC gets its limited liability from being a distinct entity, separate from its members. If you mix personal and business finances, you could lose your liability protections.
How do I open a bank account for my Pennsylvania LLC?
To open a bank account for your Pennsylvania LLC, you will need to bring the following with you to the bank:
A copy of the Pennsylvania LLC Certificate of Organization
The LLC operating agreement
The LLC’s EIN
If there are multiple members in the LLC, you may also want to bring an LLC resolution to open a bank account that states that the person going to the bank is authorized by the members to open the account in the name of the LLC. Northwest can help with this as well—LLC bank resolutions are one of the many free legal forms we provide to ensure you can get your LLC started fast.
Fund the LLC
Time to put some money in that new LLC bank account. What money? For starters, your initial contributions to your LLC’s capital. LLC members are owners, and each owner needs to pay for their membership interest to fund the LLC.
What is membership interest?
Membership interest is your percentage of ownership of the LLC. Membership interest is normally proportionate to your investment. So how does this work?
Imagine your LLC has 5 members. 4 members each invest $1,000 in the business. One member invests $6,000. The total contribution of all members is $10,000. The 4 members each own 10% of the business. The moneybags member who shelled out $6,000 owns 60% of the business.
Typically, this also means that the 4 members would each get 10% of any profits, and moneybags would get 60%. Exactly how profits and losses are allocated, however, can be adjusted in the operating agreement as long as changes are in line with IRS requirements and Pennsylvania laws.
File Pennsylvania Reports & Taxes
Pennsylvania LLCs are required to file a state report every ten years. This report is basically an information update you file so the state knows you still exist. Your LLC is also subject to state tax filing requirements.
How much is the Pennsylvania Decennial Report fee?
The fee for the Pennsylvania Decennial Report is $70.
When is the Pennsylvania Decennial Report due?
Your Pennsylvania Decennial Report is due by the end of the year in all years ending in “1” (2021,2031, 2041). Forget to file? You lose exclusive rights to your company’s name—meaning other businesses can request it. Note that these reports are only required, however, if no other LLC business filings (such as amendments) have been submitted during the previous ten years.
Ten years is a long, long time between filings, but Northwest can help you remember to submit your report. When you sign up for Northwest, we send you reminders for your decennial report due dates. Want one less thing to worry about? With our business renewal service, we can complete and submit your decennial report for you for $100 plus the state fee.
What should I know about Pennsylvania LLC taxes?
The Pennsylvania personal net income tax rate is a flat 3.07%. The state also has a 6% sales tax—although counties can stack on local sales taxes as well. The maximum total sales tax tops out at 8% (which you can find in Philadelphia), but the average total sales tax is 6.139%.
Most LLCs are taxed as either partnerships or S corporations, so you shouldn’t have to worry about corporate net income taxes. As of 2017, the state of Pennsylvania no longer charges LLCs with the Capital Stock/Franchise Tax.
Do LLCs have to register with the Pennsylvania Department Of Revenue?
If you sell goods to customers in Pennsylvania, you will need to pay sales taxes. For this, you’ll need to register with the Pennsylvania Department of Revenue. You can do this online or by filing Form PA-100.
Pennsylvania LLC FAQs
How can I submit the Pennsylvania LLC Certificate of Organization?
You can file Pennsylvania certificate online or by mail. Mailed filings must be submitted to the following address:
Pennsylvania Department of State
Bureau of Corporations and Charitable Organizations
P.O. Box 8722
Harrisburg, PA 17105-8722
How much does it cost to start a Pennsylvania LLC?
The filing fee for your Pennsylvania LLC Certificate of Organization is $125. Pennsylvania accepts check or money order. Credit cards are only accepted for expedited services (which are only available in person and start out at $100 for same-day service).
Hire Northwest for a one-time fee of $350, including state filing fees, a year of registered agent service, limited mail forwarding and loads of useful forms and tools to help get your Pennsylvania LLC up and running. Or, pay just $37 out the door with our VIP monthly payment option.
How long does it take to start a Pennsylvania LLC?
Filings average 10-15 days for processing. Expedited service is available for in-person filings only. These fees are $1,000 for one hour service, $300 for 3 hour service and $100 for same day service (received before 10 a.m.).
If you hire Northwest to start your LLC, we file online and typically have your Pennsylvania LLC formed within 15 days.
Does a Pennsylvania LLC need a business license?
Pennsylvania doesn’t have a general business license, but some cities and counties have local business licensing requirements. For example, if you engage in business in Philadelphia, you’ll need a free Commercial Activity License. In Harrisburg, you’ll fork over at least $50 a year for their mandatory Business Privilege and Mercantile License.
Need an EIN or a certified copy of your formation docs for your license applications? Northwest can help. You can easily add on these items to your LLC formation order.
Can a Pennsylvania LLC help me live more privately?
Yes, a Pennsylvania LLC can help you reduce your public footprint. For example, you can maintain a significant degree of address privacy by listing our address on public docs instead of your own. Check out our page on living privately with an LLC to learn more.
What is a foreign Pennsylvania LLC?
A foreign Pennsylvania LLC is any LLC formed outside of Pennsylvania but registered to do business in the state. For example, if you formed an LLC in New York but wanted to conduct business in Pennsylvania as well, you would register as a foreign LLC in Pennsylvania by filing a Foreign Limited Liability Company Registration with the Pennsylvania Department of State ($250). Like domestic LLCs, foreign LLCs in the state have to file Pennsylvania Decennial Reports. Northwest can register your foreign Pennsylvania LLC for you today!
How to Order LLC Formation Service
Our Pennsylvania LLC formation service is designed to be fast and easy—signing up takes just a couple minutes. Here’s how it works:
With Northwest, we give you flexibility on how to pay. You can pay all the fees up front (this includes one full year of registered agent service). Or, pay just $37 out the door with our VIP monthly payment option. With our VIP option, we also include an EIN. Just choose one of the buttons below, answer a few easy questions about your business and submit your payment.
We’ll prepare your Pennsylvania Certificate of Organization and send them to the Department of State for approval. In the meantime, you’ll have immediate access to your online account, where you can find useful state forms, pre-populated with your business information.
Once the Pennsylvania Department of State has approved your filing, we notify you that your Pennsylvania LLC has been legally formed. You can now take any necessary next steps, like getting an EIN and opening a bank account.