Massachusetts LLC Annual Report & Taxes (2026)

Q: When is the Massachusetts LLC annual report due?

The annual report is due on or before the anniversary date of the filing of your original Certificate of Organization. It must be filed every year with the Secretary of the Commonwealth to keep the LLC in good standing.

Q: How much is the Massachusetts LLC annual report fee?

The filing fee is $500, or $520 when filed online or by fax (a $20 expedited-service charge). The fee is flat and does not depend on the LLC's revenue or number of members.

Q: Does a Massachusetts LLC pay income tax?

By default an LLC is a pass-through, so members report their share on the 5.0% Massachusetts personal income tax. An LLC that elects corporate taxation pays the corporate excise instead, with a minimum of $456.

Q: What happens if I miss the Massachusetts annual report?

The LLC can fall out of good standing and, if the report stays unfiled, be administratively dissolved by the Secretary of the Commonwealth. Reinstatement then costs a $100 fee plus the missed annual reports.

Fact-checked by the LegalGlass editorial team against primary sources · Published Aug 6, 2026 · Last updated Aug 6, 2026

Every Massachusetts LLC must file an annual report with the Secretary of the Commonwealth for $500 ($520 online), due on or before the anniversary of its formation. Separately, members pay the 5.0% Massachusetts personal income tax on pass-through profits; an LLC that elects corporate taxation pays the corporate excise instead, with a $456 minimum.

Quick Answer

Annual report: Required every year (M.G.L. c.156C, §12)
Due date: On or before the formation anniversary
Fee: $500 ($520 filed online or by fax)
Income tax: 5.0% personal income tax on pass-through profits
Corporate excise: 8.0% + $2.60/$1,000; minimum $456
Sales/use tax: 6.25%, if selling taxable goods

The Massachusetts Annual Report

Under M.G.L. c.156C, §12, every Massachusetts LLC must file an annual report with the Secretary of the Commonwealth, Corporations Division. The report restates the same information required in the Certificate of Organization - the LLC's name, Massachusetts records office, resident agent, managers, and authorized signatories - updated for any changes. It is a corporate-record filing, separate from any tax return. Filing it keeps the LLC in good standing; missing it puts the LLC at risk of administrative dissolution. This report is a core part of maintaining an LLC after forming it in Massachusetts.

When the Annual Report Is Due

The annual report is due on or before the anniversary date of the filing of your original Certificate of Organization. Massachusetts does not use a single common due date for all LLCs; instead, your deadline is tied to your own formation date. If you formed your LLC on March 10, your annual report is due on or before March 10 each year. Calendar this date and treat it as a fixed annual obligation, like renewing your resident agent details.

Anniversary-based deadlines have a hidden advantage and a hidden risk. The advantage is that your date never changes year to year, so once you know it you can automate a reminder. The risk is that, unlike states with a single common deadline, Massachusetts does not prompt every LLC at the same time, and it is easy to lose track if you formed mid-year. If you are unsure of your exact date, look up your LLC in the Corporations Division database, where the original filing date is part of the public record. File on or a little before that date every year without waiting for a notice.

The $500 Annual Report Fee

The annual report filing fee is $500, or $520 when filed online or by fax (a $20 expedited-service charge). This is one of the highest recurring LLC fees in the country and is flat - it does not scale with revenue or membership. Budget for it every year. For how it fits alongside formation and other costs, see Massachusetts LLC cost and the national how much an LLC costs comparison.

Filing	Frequency	Fee (2026)	Agency
Annual report	Every year, by formation anniversary	$500 ($520 online/fax)	Secretary of the Commonwealth
Personal income tax (pass-through)	Annual, with member returns	5.0% of taxable income	Massachusetts DOR
Surtax on income over $1M	Annual	Additional 4%	Massachusetts DOR
Corporate excise (if taxed as corporation)	Annual	8.0% + $2.60/$1,000; min $456	Massachusetts DOR
Sales & use tax	Ongoing (if selling taxable goods)	6.25%	Massachusetts DOR

How to File the Annual Report

File the annual report through the Corporations Division online filing system, by mail, or by fax. Online filing is fastest and is processed quickly, though it carries the $20 expedited charge. Have your LLC's current information ready - records office address, resident agent, and managers - because the report asks you to confirm or update each field. Pay the $500 fee at submission. Keep the filing confirmation with your company records.

Set a recurring reminder a few weeks before your anniversary date, since Massachusetts does not send every LLC a bill on a common schedule. If any details have changed during the year - a new manager, a moved records office, or a different resident agent - the annual report is the natural place to bring the public record current, though a mid-year change of agent should be filed separately when it happens rather than held until the report. If nothing has changed, you simply confirm the existing information and pay. Filing a few days early avoids any risk that a weekend or holiday pushes your submission past the anniversary.

Massachusetts Income Tax on LLC Profits

Massachusetts taxes an LLC the same way it is classified federally. By default a single-member LLC is disregarded and a multi-member LLC is a partnership, so profits pass through to the members, who report their shares on the Massachusetts personal income tax at 5.0%. An additional 4% surtax applies to Massachusetts taxable income over $1 million (the threshold is indexed each year). The LLC itself generally does not pay a separate entity-level income tax when it is a pass-through, though a multi-member LLC files an informational partnership return. See the federal treatment in what an LLC is and S-corp vs LLC.

A key point for new owners: the $500 annual report is a corporate filing fee, not a tax. You pay it to the Secretary of the Commonwealth regardless of whether your LLC made money, and it is entirely separate from what you owe the Department of Revenue on your profits. A brand-new LLC with no revenue still owes the $500 report; a profitable LLC owes both the $500 report and income tax on its earnings. Keeping these two obligations distinct in your bookkeeping prevents the common mistake of assuming a "no income" year means "no filings."

Corporate Excise for LLCs Taxed as Corporations

An LLC that elects to be taxed as a corporation (by filing IRS Form 8832, or Form 2553 for S-corporation status) is subject to the Massachusetts corporate excise instead of pure pass-through treatment. The excise has two measures: 8.0% on net income apportioned to Massachusetts, plus $2.60 per $1,000 of taxable Massachusetts tangible property or net worth. Regardless of the calculation, an entity subject to the excise never pays less than the $456 minimum. This entity must register with the Department of Revenue to file and pay through MassTaxConnect.

An S-corporation election adds a wrinkle: Massachusetts recognizes S-corporation status, and a qualifying LLC that has elected it generally passes income through to its members while still being subject to the non-income (property or net-worth) measure of the corporate excise and the $456 minimum at the entity level once receipts reach the statutory thresholds. The interaction of federal S-corp treatment and the Massachusetts excise is one reason many owners consult a tax professional before electing. Weigh the trade-offs in S-corp vs LLC before filing IRS Form 2553.

Sales, Use, and Employer Taxes

If your LLC sells taxable goods or certain services, you must register for and collect the Massachusetts 6.25% sales and use tax through MassTaxConnect (using Form TA-1) before making sales. If you have employees, you must also register for employer withholding and pay over the amounts withheld. These taxes are separate from the annual report and the income tax, and each has its own filing schedule. For which registrations apply to your business, see business licenses and registrations in Massachusetts.

Each of these taxes has its own filing frequency assigned by the Department of Revenue - sales tax and withholding are often monthly or quarterly, while income and excise are annual. Missing a return generates penalties and interest independent of the annual report. If your business is seasonal or dormant for a period, you still file "zero" returns for any open account rather than skipping them. Register only for the taxes you actually owe, and close accounts you no longer need so the DOR does not keep expecting returns.

Penalties for Missing the Report or Taxes

Missing the annual report can cause the LLC to lose good standing and, if left unfiled, to be administratively dissolved by the Secretary of the Commonwealth. Returning to active status then requires an Application for Reinstatement and a $100 fee, plus the missed annual reports at $500 each. Separately, unpaid state taxes accrue penalties and interest with the Department of Revenue. Staying current on both the annual report and your DOR accounts is the simplest way to avoid these costs; if you are closing instead, see how to dissolve an LLC in Massachusetts.

The two obligations fail in different ways, so track them separately. A missed annual report is a standing problem with the Secretary of the Commonwealth that leads to administrative dissolution; a missed tax filing is a revenue problem with the Department of Revenue that leads to penalties, interest, and collection. Neither excuses the other. Both are avoidable with a simple calendar: your formation anniversary for the $500 report, and the DOR's assigned schedule for each tax you registered. Keeping both current preserves your good standing and the liability protection you formed the LLC to get.

Frequently Asked Questions

When is the Massachusetts LLC annual report due?

On or before the anniversary of the date your original Certificate of Organization was filed. It is filed every year with the Secretary of the Commonwealth to keep the LLC in good standing.

How much is the Massachusetts LLC annual report fee?

$500, or $520 filed online or by fax (a $20 expedited charge). The fee is flat and does not depend on revenue or number of members. See Massachusetts LLC cost.

Does a Massachusetts LLC pay income tax?

By default it is a pass-through, so members pay the 5.0% Massachusetts personal income tax on their share. An LLC that elects corporate taxation pays the corporate excise instead, minimum $456.

What is the Massachusetts corporate excise minimum?

An LLC taxed as a corporation pays 8.0% on net income plus $2.60 per $1,000 of taxable property or net worth, but never less than the $456 minimum excise.

What happens if I miss the Massachusetts annual report?

The LLC can lose good standing and be administratively dissolved. Reinstatement then costs a $100 fee plus the missed annual reports at $500 each.

Sources

Massachusetts General Laws - c.156C §12, Certificate of Organization and annual report (annual report required; same information as certificate).
Secretary of the Commonwealth - Limited Liability Company Information (annual report due on the anniversary date; $500 fee).
Secretary of the Commonwealth - Corporations Division Filing Fees ($500 annual report; $100 reinstatement; $20 expedited).
Massachusetts DOR - Massachusetts Tax Rates (5.0% personal income; 6.25% sales/use; 8.0% corporate excise; $2.60/$1,000; $456 minimum).
Massachusetts DOR - Corporate Excise Tax Guide.
Massachusetts DOR - Register Your Business with MassTaxConnect (Form TA-1 sales/use registration).
Massachusetts DOR - Sales and Use Tax guide (6.25%).
IRS - Limited Liability Company (LLC) (federal classification).
Cornell LII - 26 CFR 301.7701-3, entity classification (check-the-box).
Massachusetts DOR - Personal Income Tax for Residents (5.0% rate).
Massachusetts DOR - Business Taxes (LLC classification follows federal treatment).

LegalGlass provides general information for educational purposes and is not a law firm or a substitute for advice from a licensed attorney or tax professional. Laws, fees, and thresholds change; verify current requirements with the Massachusetts Secretary of the Commonwealth and the Department of Revenue before acting.