How to form an LLC in Massachusetts (2026)

File a domestic Massachusetts LLC with the Secretary of the Commonwealth Corporations Division when you live in Massachusetts and will do the work from Massachusetts. The Certificate of Organization costs $500 (G.L. c. 156C § 12), plus a $20 electronic-filing fee online. Five steps: confirm Massachusetts facts, gather the Certificate with a resident agent, file online, pay $500, then get a free EIN. Compare structures on LLC vs sole proprietorship.

How much does it cost to form an LLC in Massachusetts?

The Certificate of Organization fee is $500, set by G.L. c. 156C § 12 and listed on Mass.gov and the Corporations Division fee page (re-checked 14 October 2026). Electronic and fax filings add the Division’s expedited service fee, which is $20 at a $500 subtotal, so online checkout is $520. The annual report costs another $500.

How do I file a Massachusetts Certificate of Organization online?

Search your name in the Corporations Division database, then file the Certificate of Organization through the Division’s online filing system. Enter the LLC name, a Massachusetts resident agent and office, and the people authorized to sign, then pay $500 plus the $20 online fee. Keep the receipt.

Does a Massachusetts LLC need a resident agent?

Yes. Massachusetts calls the registered agent a resident agent, and the Certificate of Organization must name one with a Massachusetts address for service of process. Changing the agent or office later is free when filed electronically and $25 on paper or fax, per the Corporations Division fee page. Tradeoffs: Registered agent basics.

When is the Massachusetts LLC annual report due, and what does it cost?

Every year, by the anniversary of the LLC’s original filing date, per Mass.gov. The fee is $500 under G.L. c. 156C § 12, and online filing adds the same $20 expedited service fee. At $500 a year, Massachusetts has one of the highest LLC renewal costs on this site, so budget for it.

Do I get an EIN before or after the Massachusetts LLC?

After. The IRS tells applicants to form the state entity first, and the EIN application on IRS.gov is free. Apply the same day the Corporations Division accepts your Certificate of Organization if you need a business bank account right away. Walkthrough: Get an EIN; then open a first business checking account.

Does a Massachusetts LLC need newspaper publication?

No. Mass.gov’s Starting an LLC steps and G.L. c. 156C § 12 list a Certificate of Organization and annual report, with no newspaper publication step for a standard domestic Massachusetts LLC. Skip any “Massachusetts LLC publication” add-on a vendor sells. New York is different and does require publication; see How to form an LLC in New York.

Massachusetts LLC fee table (re-checked 14 October 2026)

Fees re-checked on the Corporations Division Filing Fees page, Mass.gov Starting an LLC page and G.L. c. 156C § 12 on 14 October 2026. If the portal shows a different checkout total, pay what the portal shows and keep the receipt.

File in Massachusetts if the work is in Massachusetts

A domestic Massachusetts LLC is organized by filing a Certificate of Organization with the Secretary of the Commonwealth Corporations Division under M.G.L. Chapter 156C. Online filing runs through Corponline. A company already formed somewhere else that wants to transact business in Massachusetts files a foreign registration — a different instrument, also $500 on the Corporations Division LLC fee table.

Filing in Wyoming, Delaware, or Georgia does not move Massachusetts work out of Massachusetts. A foreign entity that transacts business here still needs a Massachusetts resident agent and Massachusetts foreign registration, plus the formation state’s agent and annual report. Home-state filing is the cheaper default for a one-state operator. Multi-state registration overview: Foreign LLC and certificate of authority.

What to have on the desk before opening Corponline

Mass.gov’s Starting an LLC page and the Corporations Division LLC materials set the baseline. Checked against those pages on 14 October 2026:

• A distinguishable LLC name. Use the Corporations Division business-entity search before ordering letterhead.
• Certificate of Organization details, including the resident agent and Massachusetts address for that agent, plus the other fields the current form requires.
• Resident agent who can accept service of process in Massachusetts. See Registered agent basics for a new LLC.
• Organizer / authorized-person signature as the current form and portal require. Payment follows whatever Corponline shows at checkout.

No newspaper or other advertising is required on the standard domestic Certificate of Organization path. Professional LLCs and conversions are out of scope for a default 1099 single-member LLC on this page. Mass.gov also notes an operating agreement as a practical step — Massachusetts does not make you file that agreement with the Certificate, but banks often ask for one.

File online through Corponline (or on paper)

The primary path on this page is the Corporations Division online system (corp.sec.state.ma.us). File a Certificate of Organization for a new Massachusetts LLC and pay. Mass.gov lists that filing at $500. The Corporations Division Filing Fees page lists Limited Liability Companies “Certificate of Registration” at $500.00. That is the base fee this page cites.

Fax and electronic filings also pay the Division’s “Expedited Cost Associated with Fax and Electronic Filings online” table. At a $500.00 order subtotal, that surcharge is $20.00 (over $500 the rate is 4.5% of the subtotal). Pay what the portal shows and keep the receipt. Paper filing remains available from the Division if you are not filing online.

After the Certificate of Organization is filed

Formation with the Corporations Division is not a Department of Revenue MassTaxConnect account, a city or town business certificate (DBA), a sales-tax license, or a professional license. Those have their own filings. Mass.gov covers the local business-certificate / DBA path separately when you operate under a name other than the legal LLC name.

The IRS tells applicants to form the state entity first, then obtain an Employer Identification Number. That application on IRS.gov is free.

Massachusetts does not require an operating agreement to be filed with the Certificate of Organization. A written agreement still matters between members. Banks often ask for one anyway. See LLC operating agreement basics.

Annual report — anniversary of original filing, $500

Every Massachusetts LLC files an annual report with the Corporations Division on or before the anniversary of the original Certificate of Organization filing. Mass.gov and the Division price that report at $500. Electronic filings also pick up the expedited/electronic surcharge table. Put the first anniversary on a calendar the day the certificate is accepted.

Cross-state renewals and “is an annual report a tax?”: LLC annual report and annual registration. This page does not compute anyone’s tax. Massachusetts’ $500 annual SOS report is a real ongoing cost — treat it as part of the formation decision, not a surprise a year later.

The Divisions fee table also lists Reinstatement Following Administrative Dissolution at $100 when that path applies (plus any overdue reports). Overview: Reinstate an administratively dissolved or revoked LLC.

What this page does not cover

• Professional LLCs, conversions, or foreign registration of an out-of-state company beyond the fee citation above.
• MassTaxConnect, sales-tax, employer withholding, unemployment, Workers’ Compensation, or city/town business certificates.
• Whether an S corporation election is worth the payroll. That is a CPA conversation after there is real net income.
• Any promise that an LLC prevents a personal guarantee on a bank account or a business card. It usually does not.
• Telling a Georgia operator to file Massachusetts as a sophistication upgrade.
• Voluntary Certificate of Cancellation — Division fee table lists Certificate of Cancellation at $100; see Dissolve or cancel an LLC.
• Processor fees or portal line items that are not printed on the sources above.