Pennsylvania LLC Decennial Report

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Filing a Pennsylvania LLC Decennial Report

After you start a Pennsylvania LLC, you’ll need to comply with the Decennial Report requirement.

Typically, the way the Pennsylvania LLC Decennial Report is described on most websites is like this:

“Your LLC needs to file a Decennial Report every 10 years.”

This is technically not true.

Here’s how the Decennial Report works:

Every 10 years, the Pennsylvania Bureau of Corporations looks back over the past decade to see if your LLC made any filings.

This happens every 10 years for years ending in a “1” (ex: 2021, 2031, 2041, etc.).

1. If your Pennsylvania LLC was formed on or after 1/1/2012, your LLC doesn’t need to file a 2021 Decennial Report.

2. If your Pennsylvania LLC was formed prior to 1/1/2012, then the Bureau of Corporations looks to see if anything was filed between 1/1/2012 and 12/31/2021 (ex: an Amendment or Change of Registered Office):

• If your LLC was formed prior to 1/1/2012 and made any filing with the Bureau between 1/1/2012 and 12/31/2021, you don’t need to file a 2021 Decennial Report for your LLC.
• If your LLC was formed prior to 1/1/2012 and hasn’t made any filings with the Bureau between 1/1/2012 and 12/31/2021, you need to file a 2021 Decennial Report for your LLC.

Simpler explanation of the Decennial Report:

If your LLC hasn’t filed anything in the last decade, your LLC must file a 2021 Decennial Report.

If your LLC has filed anything in the last decade (including the LLC formation itself), your LLC doesn’t need to file a 2021 Decennial Report.

Image explaining the 2021 Decennial Report:

Image explaining the 2031 Decennial Report:

How do I know the date my LLC went into existence?

You need to find your LLC effective date:

1. Visit Pennsylvania Department of State: Search Business Entity
2. Enter your LLC name (but leave out the “LLC” ending)
3. Click on your LLC name in the results
4. Look for Effective Date

How do I know if my LLC filed anything with the Bureau of Corporations in the last decade?

Look at your LLC’s filing history:

1. Visit Pennsylvania Department of State: Search Business Entity
2. Enter your LLC name (but leave out the “LLC” ending)
3. Click on your LLC name in the results
4. Look under Filed Documents (this is everything your LLC has ever filed with the Bureau)

If any document has a date after 1/1/2012:

You don’t need to file a 2021 Decennial Report for your LLC.

If all the documents’ dates are from 2011 or earlier (none are after 1/1/2012):

You need to file a 2021 Decennial Report for your LLC.

What’s the purpose of the Decennial Report?

Every 10 years, the Bureau of Corporations requires LLCs that haven’t filed anything in the past decade to file a Decennial Report to let the Bureau know the LLC still exists.

Think of it as a “database cleanup” and it also generates revenue for the state.

Your LLC may never need to file a Decennial Report

If your Pennsylvania LLC files at least one document every decade, it may never need to file a Decennial Report.

Again, a Decennial Report is only due if your LLC hasn’t made a filing during the 10-year look-back period.

Pennsylvania PLLCs don’t file a Decennial Report (because they file an Annual Registration every year)

If you have a Professional LLC, you don’t have to file a Decennial Report (ever). Professional LLCs don’t file a Decennial Report because they file an annual report.

This can be filed by mail (see Certificate of Annual Registration) or online via the Business Filing System (via the PA Business One-Stop Hub).

The Certificate of Annual Registration’s due date is April 15th every year. It’s not a postmark due date (like federal taxes), but rather, the Bureau needs to receive the filing by April 15th.

Note: Regular Pennsylvania LLCs don’t make any annual filings with the Bureau of Corporations. Only Professional LLCs do.

What happens if I don’t file a 2021 Decennial Report for my LLC? (Penalty)

As per Section 504 of Title 54 of the Pennsylvania Code, if you don’t file your 2021 LLC Decennial Report by 12/31/2021, your LLC will lose the rights to its name.

This means someone else can form an LLC with the identical name.

However, there are no penalties or fines if you don’t file a Decennial Report for your LLC.

And you can file the Decennial Report anytime after 12/31/2021 and have your LLC’s name rights restored (assuming no one has filed an LLC with the same name).

There is no late fee or financial penalty for filing the 2021 Decennial Report after 12/31/2021.

Filing Fee for Pennsylvania LLC Decennial Report

The filing fee for the Pennsylvania LLC Decennial Report is $70. This is a one-time fee.

The fee is still $70 whether or not you file the Decennial Report on time or if it’s late.

Are there reminders for the 2021 LLC Decennial Report?

Yes, the Pennsylvania Bureau of Corporations sent a postcard reminder in the middle of January, 2021. It looks like this:

If your LLC owes a 2021 Decennial Report, the reminder was mailed to your LLC’s Pennsylvania Registered Office address.

However, these reminders are “courtesy” reminders.

Even if you don’t receive a reminder, it’s still your responsibility to file a Decennial Report

Even if you don’t receive a reminder, it will still be your responsibility to file a Decennial Report for your LLC (if your LLC owes a 2021 Decennial Report).

How early can the Decennial Report be filed?

It can be filed as early as January 1st of the filing year.

For example, 2021 Decennial Reports can be filed as early as January 1st, 2021.

Again, you have until December 31st, 2021 to file the Decennial Report before your LLC loses its name rights.

If you miss the 12/31/2021 date, it’s okay. You can still file late (without any financial penalties). Once your 2021 late Decennial Report is processed, your LLC’s name rights are immediately restored.

Filing Methods for Pennsylvania LLC Decennial Report

The Pennsylvania LLC Decennial Report can only be filed by mail.

It cannot be filed online via the Business Filing System.

Note: Many websites say that you can file the Decennial Report online. They are incorrect.

How to file the LLC Decennial Report by mail

Overview:

• Download the Decennial Report of Association Continued Existence (Form DSCB:54-503)
• Click download and save the PDF on your computer before completing
• Fill out the form by hand or on your computer, the sign
• Prepare a check or money order for $70, payable to “PA Department of State”
• Mail the payment and form to: Pennsylvania Department of State, Bureau of Corporations, PO Box 8722, Harrisburg, PA 17105-8722

Return documents via

Check whether you want your approved Decennial Report returned to you via regular mail or email.

1. Name of the association

Enter the name of your Pennsylvania LLC.

2. Current address (must match state records)

• Related article: Pennsylvania LLC Registered Office
• What you enter in #2 must match the state’s current records
• Please visit the Pennsylvania Department of State: Search Business Entity
• Search your LLC name and look at the address or CROP’s name on file

Notes: You will only be completing 2A or 2B, but not both. A Commercial Registered Office Provider (CROP) is the same thing as a Commercial Registered Agent.

If your LLC is not using a Commercial Registered Office Provider (CROP), then enter your LLC’s Registered Office address in 2A (leave 2B blank).

If your LLC has a Commercial Registered Office Provider (CROP), then enter their name and the county where their address is located in 2B (leave 2A blank). You don’t need to enter the CROP’s address. The state already has that on file. You just need to enter the CROP’s name and county where the address is located.

If you have a Commercial Registered Office Provider (CROP) but aren’t sure what the county is: When you do a search on the state’s website, you’ll see your CROP’s name and to the right will be the name of the county.

3. Change of address (optional)

If you would like to update the information you entered in #2, you can do so here.

If you don’t need to update your LLC’s Registered Office address or CROP, you can leave #3 blank (leave both 3A and 3B blank).

If you want to change your LLC’s Registered Office address or CROP, enter the new Registered Office address in 3A (leave 3B blank) or enter the name and county location of your CROP in 3B (leave 3A blank).

4. No filings with the Department from January 1, 2012 to December 31, 2021

Note: We mentioned the Bureau of Corporations a few times above. The form and instructions however say “Department” or “Department of State”. The Bureau of Corporations is a part of the Department of State.

This is a statement that your LLC hasn’t filed anything with the Bureau of Corporations between 1/1/2012 and 12/31/2021. There is nothing to change or enter here.

You can check the date of any filings by searching your LLC name on the state Business Entity Search page and looking under “Filed Documents”.

If your LLC hasn’t filed anything after 1/1/2012, then it must file a 2021 Decennial Report.

If your LLC filed anything on or after 1/1/2012, then it doesn’t need to file a 2021 Decennial Report.

5. Association continues to exist

This is just a statement that says your LLC still exists. There is nothing to change or enter here.

Date & Signature

• Related article: Member-managed LLC vs Manager-managed LLC

IN TESTIMONY WHEREOF: Enter the date you are completing the Decennial Report. For example, “…this 10th day of June, 2021“.

Name of Association: Enter your LLC name.

Signature: After you print the form, you’ll sign here.

Title: Enter your title:

• If your LLC is Member-managed, and you’re a Member, your title is “Managing Member“
• If your LLC is Manager-managed and you’re a Member, your title is “Member“
• If your LLC is Manager-managed and you’re the Manager, your title is “Manager“

Payment and mailing instructions

Prepare a check or money order for $70.

Make it payable to “PA Department of State”.

Mail your payment and the Decennial Report to the state:

Pennsylvania Department of State
Bureau of Corporations
PO Box 8722
Harrisburg, PA 17105-8722

Note: When paying by check, a name and address must be pre-printed in the upper left hand corner of the check.

Decennial Report approval time

After the state receives your filing, they will process your Decennial Report within 10-12 business days and then send you a copy.

The state will return a stamped and approved copy of your LLC’s Decennial Report via mail or email (depending on what you requested at the top of the form).

Please allow for a few more business days to account for mail time.

Next Step: Business Licenses & Permits

Once you’ve read over the Decennial Report information or created a reminder for yourself, you can then proceed to the next lesson: Pennsylvania LLC Business Licenses & Permits.

Pennsylvania Department of State Contact Info

If you have any questions, you can contact the Pennsylvania Bureau of Corporations at 717-787-1057.

Their hours are Monday through Friday, from 8am – 4:45pm Eastern Time.

Matt Horwitz

Founder & Educator, LLC University®

Matt Horwitz has been the leading expert on LLC education for the past decade. He founded LLC University in 2010 after realizing people needed simple and actionable instructions to start an LLC that other companies weren't offering. He's cited by Entrepreneur Magazine, Yahoo Finance, and the US Chamber of Commerce, and was featured by CNBC and InventRight.
 
Matt holds a Bachelor's Degree in business from Drexel University with a concentration in business law. He performs extensive research and analysis to convert state laws into simple instructions anyone can follow to form their LLC - all for free! Read more about Matt Horwitz and LLC University.