Massachusetts LLC Annual Report: Due Date, Fee and Late Penalty

Massachusetts LLC annual report rules at a glance

State fees verified October 2026 and set by the state, not by us. Deadlines, penalties and dissolution rules are Massachusetts's, read from its statutes and the pages of the Massachusetts Secretary of the Commonwealth; the statutes are cited in the text.

How Massachusetts's annual report works

Massachusetts has the most expensive LLC annual report in the country. It is filed with the Secretary of the Commonwealth's Corporations Division on or before the anniversary of the LLC's formation each year, and the state fee is $500 on paper or $520 online, the online figure including the state's $20 electronic filing fee. Online filing uses the LLC's customer ID and PIN.

The report confirms the LLC's federal identification number, the principal office, the general character of the business, the resident agent, and the names and business addresses of the managers and of anyone authorized to execute documents on the LLC's behalf. In Massachusetts those names are a public record.

There is no late fee for an LLC annual report in Massachusetts (950 CMR 112.29 applies late fees to corporation reports only), so a late report costs the ordinary fee. The exposure is the two-year dissolution rule.

Who files it and what the form asks

Every Massachusetts LLC on the state's active record owes the annual report for each report year, whether or not it did any business; an LLC that has stopped trading still owes it until it files articles of dissolution. A member, manager or someone they authorize signs it, and in practice the owner, the registered agent or the company's accountant files it.

The form confirms what the state already holds: the principal office and mailing address, the registered agent and registered office, and the people who run the LLC, with the Massachusetts-specific fields described above. What matters is that anything that changed during the year is corrected here, because the state sends its notices, including the next year's reminder, to the addresses on the report.

Changing the registered agent is best treated as a separate filing in Massachusetts: the annual report confirms the agent on record, and the state's statement of change names the new one. Owners who switch agents usually file the change first so the report shows the right agent. We can make the switch for you, and the Massachusetts registered agent rules cover who may serve. Every state's change form and fee is in how to change a registered agent.

When the Massachusetts annual report is due

Massachusetts keys the deadline to the LLC's own formation date: the annual report is due on the anniversary date of formation, every year. Two LLCs formed in different months have different deadlines, which is why the state cannot put one date on a poster and why an owner who formed late in the year sometimes assumes the report is a January task when it is not. The formation date is on the articles the state returned and on its business search. The state does not publish one opening date for every LLC; its portal accepts the report in the weeks before the deadline, and planning on the 60 days before is safe.

There is no grace period: the day after the due date the report is late. Massachusetts keeps accepting that year's report through December 31 of the report year; after that the consequences below take over.

Your first annual report

The first annual report is due on the anniversary date of formation in the year after formation, and every year after that: formed in June 2026, the first one is due in June 2027.

The state fee and the late penalty

The state fee is $520 a year. It is set by Massachusetts and published on the state's own schedule; anyone who files for you pays the same amount to the state, and the state fee is shown separately wherever the filing is sold.

Massachusetts charges no late fee. That does not make the deadline soft: the state's response to a missed report is the status change and dissolution process described next, not a fee, and a reinstatement costs more than the report ever did.

If you missed the Massachusetts annual report

The Secretary of the Commonwealth may dissolve an LLC only after two consecutive annual reports have gone unfiled, and then only if the LLC does not cure within 90 days of notice. Reinstatement is $100 in state fees plus a $10 online fee, plus every missed report at $520 online, all filed first: $1,150 online for the two reports it takes to be dissolved, which is why a Massachusetts miss is worth catching in year one.

The ladder is the same everywhere: a late fee where the state has one, then loss of good standing (which blocks a certificate of good standing and the loans, contracts and registrations that need one), then administrative dissolution or revocation, then reinstatement. Our guide to reinstating a dissolved LLC walks through the steps and the state fees in every state, and we file reinstatements. Until the LLC is dissolved, the cheapest fix is almost always to file the report now.

Before you file the Massachusetts annual report

The filing itself takes minutes once the details are to hand; most of the time lost on an annual report is spent hunting for them. Have ready:

• The LLC's Massachusetts file or entity number, as it appears on the articles or on the Massachusetts Secretary of the Commonwealth business search; the Massachusetts Secretary of the Commonwealth requires an online account tied to the record, so set that up before the deadline week.
• The registered agent's current name and Massachusetts street address; if the agent has changed, file the change first.
• The principal office and mailing address as they should read for the coming year.
• The names and addresses the Massachusetts form asks for (above), spelled as the state has them.
• A card for the $520 state fee.
• The signer's name and capacity: member, manager or authorized person.

Save the state's confirmation when it arrives. It is the proof of filing a bank, a lender or a buyer will ask for, and the date on it is the date the state goes by.

How Massachusetts compares with its neighbors

Massachusetts's annual report is due the anniversary date of formation, with a state fee of $520. Next door:

• Rhode Island: an annual report due May 1 ($50 state fee, $25 late penalty).
• Connecticut: an annual report due March 31 ($80 state fee, no late fee).
• New York: a biennial statement due the last day of the anniversary month ($9 state fee, no late fee).
• Vermont: an annual report due the last day of the third month after the fiscal year end (March 31 for a calendar year) ($45 state fee, no late fee).
• New Hampshire: an annual report due April 1 ($100 state fee, $50 late penalty).

An LLC registered to do business in more than one of these states owes each state's report on each state's calendar; the formation state's filing never covers a foreign registration, and the due dates rarely line up.