Pennsylvania requires all entity types to file Annual Reports effective January 3, 2024

Submitted by UCS on January 2, 2023

Pennsylvania has updated their annual reporting requirement from every ten years to annually.  The requirement for Decennial Reports has been repealed Effective January 3, 2024 all entities will be required to file an Annual Report.  Companies will have one year to prepare for the new requirements.

First Reports will not be due until at least 2024.  Due dates will be staggered for both domestic and foreign entities with Business & Nonprofit Corporations not before July 1 (i.e., on or before June 30), LLCs not before October 1 (i.e., on or before September 30) and LPs and LLPs not on or before December 31.

Administrative Dissolution and Foreign Administrative Revocation will be authorized for failure to file within 60 days after the due date.  This provision is effective for Annual Reports due on or after January 3, 2027.  Domestic Reinstatement will be authorized as well.

Note that legislation did not repeal the requirement to file Corporate Tax Reports.  Accordingly, Corporate Tax Reports will continue to be due on or before May 15, or on or before the 30th day after the federal due date for corporations operating on a fiscal year other than the calendar year.

We expect additional information regarding the changes to be provided by the Department of State in the coming months.

Minor changes were made to both the LLC and LP forms which are more fully described below.

LLCs

Organizers – Clarifies that organizers can be associations or individuals 18 years of age or older.

LPs

Document Execution – Clarifies the persons required to sign a Certificate of Amendment when the person is added as a general partner in a certain context.

Effective January 1, 2023, a Tax Clearance for Nonprofit Corporation will not be required for dissolutions authorized by the members or incorporators before the commencement of business.

For questions on how these changes will affect your company, feel free to contact a Client Service Representative by emailing us at info@unitedcorporate.com or speaking with us via chat or calling (800) 899-8648.

See additional statute changes effective January 1, 2023

California– Provisions for LLC SOI, Conversions, LLC Terminations & Certificate of Validation amended

Rhode Island – LLP statues updated

Wisconsin – LLC statutes update Operating Agreement requirements

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