Does Massachusetts have a Certificate of Formation?
No. Massachusetts does not use a document called a Certificate of Formation. To create an LLC you file a Certificate of Organization under M.G.L. c.156C, §12, with the Secretary of the Commonwealth for a $500 fee. Certificate of Formation is the term used in Texas, Delaware, Washington, and New Jersey.
How Massachusetts compares
- Massachusetts
- $500
- Rank
- 11 of 11 states, lowest to highest
- Median
- $50 - Massachusetts sits above it
- Range
- $40 (Kentucky) to $500 (Massachusetts)
Quick facts
- Massachusetts term
- Certificate of Organization (LLC) - no "Certificate of Formation"
- LLC document
- Certificate of Organization (c.156C §12) - $500 ($520 online)
- Corporation document
- Articles of Organization (c.156D §2.02)
- Where "Certificate of Formation" applies
- Texas, Delaware, Washington, New Jersey
- Certificate of Good Standing
- Proof of good standing - does not create the entity
- File through
- Secretary of the Commonwealth, Corporations Division
The same question in every other state
This requirement is set at state level, so the answer changes when you cross a state line. Below is how 27 other states answer the same question, each linked to the page that cites the agency it came from. The full breakdown is on How to Form an LLC.
| State | Answer |
|---|---|
| Arizona | No. Arizona does not use a document called a Certificate of Formation. |
| California | No. California does not use a document called a Certificate of Formation. |
| Colorado | No. Colorado does not use a document called a Certificate of Formation. |
| Connecticut | No. Connecticut does not use a document called a Certificate of Formation. |
| Florida | No. Florida does not use the term Certificate of Formation for LLCs. |
| Idaho | Not by that name. Idaho's LLC formation document is called the Certificate of Organization, filed with the Idaho Secretary of State. |
| Iowa | No. Iowa does not use a document called a Certificate of Formation. |
| Kentucky | No. Kentucky forms an LLC by filing Articles of Organization with the Secretary of State for a $40 fee. |
| Louisiana | No. Louisiana does not use the term Certificate of Formation for LLCs. |
| Maryland | No. Maryland does not use a document called a Certificate of Formation. |
| Michigan | No. Michigan does not use the term Certificate of Formation. |
| Minnesota | No. Minnesota does not use the term Certificate of Formation for LLCs. |
| Missouri | No. Missouri does not use a document called a Certificate of Formation. |
| Nevada | No. Nevada does not use a document called a Certificate of Formation. |
| New Mexico | No. New Mexico does not use a document called a Certificate of Formation. |
| New York | No. New York does not use the term Certificate of Formation for LLCs. |
| Ohio | No. Ohio does not use the term Certificate of Formation. |
| Oklahoma | No. Oklahoma does not use the term 'Certificate of Formation' for LLCs. |
| Oregon | No. Oregon does not use the term 'Certificate of Formation' for LLCs. |
| Pennsylvania | No. Pennsylvania does not use a Certificate of Formation. |
| South Carolina | No. South Carolina does not use the term Certificate of Formation for LLCs. |
| Tennessee | No. Tennessee does not use a document called a Certificate of Formation. |
| Utah | No. Utah does not use the term 'Certificate of Formation.' The document that forms a Utah LLC is the Certificate of Organization, filed with the Utah Division of Corporations & Commercial Code under Utah Code § 48-3a-201. |
| Vermont | No. Vermont creates an LLC through Articles of Organization filed with the Secretary of State under 11 V.S.A. |
| Virginia | No. Virginia does not use the term Certificate of Formation for LLCs. |
| West Virginia | No. West Virginia LLCs file Articles of Organization on Form LLD-1 with the Secretary of State. |
| Wisconsin | No. Wisconsin does not use a document called a Certificate of Formation. |
Full context for Massachusetts
This page answers one question. The complete Massachusetts guide -- covering the surrounding requirements, the forms, the agency, and what happens if you get it wrong -- is at Massachusetts Certificate of Formation: What to File (2026).
Sources
- https://www.sec.state.ma.us/divisions/corporations/filing-by-subject/limited-liability/corporations-limited-liability-company.htm
- https://www.sec.state.ma.us/divisions/corporations/general-information/corporations-filing-fees.htm
- https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156C/Section12
- https://malegislature.gov/Laws/GeneralLaws/PartI/TitleXXII/Chapter156D/Section2.02
- https://www.sos.state.tx.us/corp/forms_boc.shtml
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