How to Set Up an LLC in Pennsylvania

The first step is to choose a business name that meets Pennsylvania’s naming requirements, which you can find in 15 PA Cons Stat § 202-204. In brief, your LLC’s name must:

• Be one-of-a-kind among business names registered in Pennsylvania.
• Contain the words “limited liability company,” “limited,” or “company” OR an abbreviation of these words (like “LLC.”)
• Not suggest your business is something it isn’t, like a nonprofit or a university.

Already have a business name? Check to see if it’s available.

Next, you need to designate a registered office. Most states require you to appoint a registered agent—in Pennsylvania, you need to designate a registered office, but the basic requirements are the same. Your registered office is where service of process (legal mail like summons, subpoenas, or complaints) will be delivered in person to your business. Your registered office must be an actual street address in Pennsylvania and will go on the public record. Hiring a commercial registered agent helps you protect your privacy and ensures that you won’t miss an important notice while you’re out of town.

Learn why the pros use a registered agent service.

When you’re ready to officially form your LLC, you’ll need to file a Certificate of Organization and Docketing Statement with the Pennsylvania Bureau of Corporations and Charitable Organizations. When you file online, the Certificate of Organization and Docketing Statement are combined into one form. However, if you file by mail, you’ll need to fill out and submit two separate forms.

Note: All of the information on this form will become part of the public record.

You’ll need to provide the following information in your Certificate of Organization and Docketing Statement:

• Veteran status (optional). If you are a veteran or active reservist, Pennsylvania will waive the $125 filing fee.
• Company name. Must include “company,” “limited” “limited liability company,” or any abbreviation thereof.
• Registered office. If you have not hired a commercial registered office provider (aka registered agent service), you must list the address where your business will receive important notices from the state. This cannot be a P.O. box. If you have hired a commercial registered office provider, you just provide their name and the county they’re based in.
• Organizer(s). The names and addresses of the whoever who completes your Certificate of Organization. This doesn’t have to be someone within your LLC.
• Effective date. Whether you want your LLC to become active immediately (most common) or to become active on a future date. For example, you might put off your effective date until the start of a new tax year.
• Restricted professional companies. If your LLC is going to provide any of the state-licensed services (medicine or law) listed on the form, you’ll need to indicate those services here.
• Benefit companies. Check the box if your LLC will be a benefit company. Benefit companies need to provide a specific public benefit (like education) but can also make a profit. Benefit companies have additional filing requirements.
• Signature. Your LLC organizer(s) sign here.
• Additional provisions (optional). You have the option to attach additional documents, such as member/manager information or government approval documents (if needed).
• Docketing Statement. Online, this form is included. If you’re filing a paper form, you’ll need to download and attach the Docketing Statement. It requires the name and address of whoever will file tax reports, a brief description of business activity, your tax or fiscal year end date and your FEIN (which you can get later).

Your LLC operating agreement is a contract between your members, governing how your business will handle important situations. Strong operating agreements cover a wide range of topics, including how much each member invested, how you’ll vote to make changes, and even what you’ll do if the business doesn’t work out.

Pennsylvania operating agreements are internal documents, so you don’t need to file yours with the Department of State. In the absence of an operating agreement, your LLC will be subject to Pennsylvania’s default LLC laws.

Check out our attorney-drafted Pennsylvania LLC Operating Agreement.

An Employer Identification Number (EIN), also called a Federal Employer Identification Number (FEIN), is a tax ID number assigned to a business by the IRS. It’s basically a social security number for your business. You can get an EIN directly from the IRS for free, either online or by mail. Applying by mail will take longer, but you must apply by mail if you don’t have a social security number.

Learn How to get an EIN for your LLC.

Every LLC should have its own bank account. Why? The reason LLCs get to enjoy limited liability status is that the state considers them to be distinct legal entities, separate from their owners. To maintain this legal separation, you must keep business finances separate from personal finances. Otherwise, a court could decide that your LLC isn’t really a separate entity—and they could revoke your limited liability status.

Here’s what you’ll need to bring to the bank when you open your business bank account:

• Pennsylvania LLC Certificate of Organization (a copy is fine)
• the LLC’s operating agreement
• the LLC’s EIN
• an LLC Resolution to Open a Bank Account (if your LLC has more than one member).

If your LLC has more than one member, use our free LLC Resolution to Open a Bank Account.

The next step is to invest in your LLC. All of your members should make an initial contribution to pay for their membership interest. Usually, members do this by each writing a check to the business bank account. However, in some cases members will contribute property or services instead. Just keep in mind that contributions of property or services frequently cause tax events.

Traditionally, Pennsylvania LLCs need to file a decennial report every ten years. However, your business is only required to file this report if you haven’t submitted any other filings (amendments, change of registered office, etc.) in the past ten years. The purpose of the report is so that the Department of State knows that your business still exists. The decennial report can only be submitted by mail and requires a $70 filing fee.

Starting in 2024, however, Pennsylvania LLCs will be required to file an Annual Report for a $7 filing fee paid to the Department of State before October 1. See 15 PA Cons Stat § 146

Scared you’ll forget? Let us file your Pennsylvania Decennial Report for you.