How Much Does It Cost to Form a PA Corporation?
Legal business registration — and maintaining business compliance — involves necessary expenses and investment. Some of these costs are payable to the PA Department of State, while others are due to additional state entities or the federal government. Here are some common requirements and fees.
Please note that fees for a State of Pennsylvania business license or permit may be due when you first form your business, on an ongoing schedule or on an ad hoc basis. Find more details below.
Initial Pennsylvania Corporation Filing Fees
When starting a business in Pennsylvania State, you’ll need to file a form and pay a filing fee. Here are the current Pennsylvania corporation filing fees and times:
In addition to filing your incorporation paperwork, you'll also need to publicly state your intentions within a legal publication.
No due date
Varies by newspaper:
* Pennsylvania will require your corporation to notify the public of its formation by publishing a notice of incorporation, or intent to incorporate in two newspapers general circulation (including a legal journal, if possible) in the county where your registered agent will be located. The publication must include the proposed name of the corporation and a statement that the corporation will be or has been incorporated under the provisions of the Business Corporation Law of 1988.
* The newspaper will send you an Affidavit of Publication as proof that the publication requirement has been met. You should keep it with your other important company documents in your compliance kit.
(We do not provide a service to assist with publication requirements at this time)
When you use Incfile to register a business in Pennsylvania, we charge you the state filing fee and forward it to the Department of State when we file your incorporation paperwork.
Employer Identification Number
Every corporation in the country should have a unique EIN (Employer Identification Number) from the Internal Revenue Service. You'll use it when you open a business bank account, file taxes and pay employees. You can get one directly from the IRS, or Incfile can get one for you.
If you want to do business in a state other than the one where your business is based, you must create a Foreign Corporation.
Pennsylvania Foreign Corporation Registration
Before you can bring an arm of your business into Pennsylvania from another state, you must request Pennsylvania Foreign Qualification. This means the state gives you permission to conduct business there.
To request registration of a Pennsylvania Foreign Corporation, you must complete a Foreign Registration Statement and pay a processing fee of $250. The state may have additional registration requirements, so contact the Pennsylvania Department of State directly for more information and to ensure you're in compliance with PA corporation law.
Foreign Qualification to Operate in Another State
If you plan to expand your Pennsylvania corporation into another state, you’ll first need Foreign Qualification or a Certificate of Authority from that state. This is necessary before you can create a physical presence, hire employees or bank in that state.
You'll likely have to complete at least one application and pay a filing fee, but each state has its own requirements. Before you start the process, compare state filing times and state filing fees so you can plan accordingly.
Above all, contact the state government entity that administers business (usually the Secretary of State) to confirm their requirements and for specific instructions.
If you need assistance, Incfile provides a complete Foreign Qualification service for all states.
Pennsylvania Annual Report Requirements
Most states require business entities to file an annual (or other periodic) report. Pennsylvania is a little different in that it only requires a decennial report to be filed every ten years with the PA Department of State.
File your completed decennial report accompanied with a filing fee of $70 with the PA Department of State.
Decennially in years ending with the number "1" (2021, 2031, etc.)
Any time during the reporting year.
*The decennial filing is only required if no other filings (agent changes, amendments, etc.) have been submitted to the state during that 10 year period.
State of Pennsylvania Business License and Permit Requirements
Before you start doing business, you must secure the necessary state, federal or local business licenses and permits to operate your corporation. Some of the fees will only need to be paid once, while others may be ongoing charges.
Permits and licenses vary based on:
Pennsylvania is unlike other states in that you aren't required to have corporation bylaws if you form a corporation in the state. We always recommend having them regardless. Simply keep them with your business documents and by all means, continue to follow them.
This document outlines rules for carrying out tasks related to managing your corporation including, but not limited to:
- The number of directors the corporation has
- How they'll be elected, their qualifications and the lengths of their terms
- When, where and how your board of directors can call and conduct meetings
- Voting requirements
The bylaws may then be adopted (and amended, if necessary) by the board of directors and shareholders.
Drafting a set of bylaws can be extremely helpful in making sure you’re organized and can help protect your business from any future changes and events that may affect your business.
Other PA Corporation Filing Requirements and Fees
The State of Pennsylvania requires you to complete a few more tasks before you can begin conducting business.
Issue Stock to Shareholders
To raise business capital and keep it separate from company owners' money, every Pennsylvania corporation must sell stock to its shareholders. The Articles of Incorporation must authorize the sale of at least one class of share, and the corporation cannot sell more shares than are authorized.
Hold Annual General Meetings
In Pennsylvania you must hold annual meetings, however if you fail to do so, PA Consolidated Statutes Title 15, Chapter 17, § 1755 states, "Failure to hold the annual or other regular meeting at the designated time shall not work a dissolution of the corporation or affect otherwise valid corporate acts."
Get a Fictitious Name or DBA
If you want to register a Pennsylvania DBA (fictitious name), you must file a form with the Department of State and pay a filing fee of $70. You will also need to publicly announce your intentions in a legal publication within the county that your corporation is located in.
Change the Registered Agent
If your corporation is based in Pennsylvania, then you must have a Registered Agent in the state. You'll need to appoint one when you file your Articles of Incorporation. You can also change to a new Registered Agent later by filing a form and paying a fee of $5.
Reserving a Name for Your Corporation
If you're not quite ready to start your business, you can reserve a name for 120 days with the Department of State by filing a form and paying a fee of $70. First, conduct a PA corporation search and learn the state's business naming rules to ensure you choose a name that meets legal requirements.
Amending Facts About Your Corporation
When you incorporate, the Pennsylvania business forms you fill out include certain facts about your business at that time. Through the years, some or all of this information may change. If it does, you'll need to file Articles of Amendment with the Department of State along with a filing fee of $70. You can do this yourself or Incfile can do it for you.
You'll need to file Articles of Amendment when you:
- Change the company's name
- Add, remove or change a director
- Change the Registered Agent
- Change the number of shares your corporation is authorized to issue
- Change any other facet of your business that was listed on the original Certificate of Incorporation
Get a Certificate of Good Standing
Some organizations may request that you prove your corporation's compliance with laws and tax requirements. In most states, this proof is provided with a Certificate of Good Standing. In this state, it's a Subsistence Certificate.
If you need to prove you have met your commitments, you’ll need to request a PA Subsistence Certificate from the Department of State. You can do this by submitting a form to the PA Department of State and paying a filing fee of $40.
The information listed above details many of the fees a standard corporation will be required to pay in Pennsylvania. In some circumstances, there may be other one-off, periodic or ad hoc fees not listed above.
Of course, your corporation will also probably need to pay federal, state, self-employment (if it's an S Corp) and other taxes. You'll find more information on the Pennsylvania taxes page.