Massachusetts LLC filing: the most expensive state in the country to form and keep a company, and it sends no reminders

Every figure on this page comes from the Massachusetts Secretary of the Commonwealth and the Massachusetts Limited Liability Company Act. Not from an aggregator. The headline is simple and unwelcome: Massachusetts is the most expensive state in the country to form and maintain an LLC. It costs $500 to file the Certificate of Organization and $500 every year for the annual report, and no other state comes close. Two more things trip people up. The annual report is due on your own anniversary date, not a fixed calendar date, and Massachusetts sends no reminders, so a missed deadline is entirely on the owner.

Forming the company

Formation is a single filing at the highest fee in the country.

Massachusetts forms an LLC on a Certificate of Organization filed with the Secretary of the Commonwealth for $500, or $520 online.

You create a Massachusetts LLC by filing the Certificate of Organization with the Secretary of the Commonwealth, Corporations Division, online or by mail, under M.G.L. c. 156C. The fee is $500 by mail and $520 online, where the state adds a $20 expedite surcharge. The certificate names the LLC, its office, a resident agent, and the managers or the people authorized to act for the company. No other state charges $500 to form an LLC; most are between $50 and $200, so a Massachusetts formation costs several times what the same filing costs almost anywhere else.

The annual report, on your own date

The yearly obligation matches the formation fee and runs on a personal schedule.

Massachusetts’s annual report is $500, due on the anniversary date of the original filing, with no reminder from the state.

Every Massachusetts LLC files an annual report with the Secretary of the Commonwealth, and it costs $500 by mail or $520 online. The deadline is the anniversary date of the LLC’s original Certificate of Organization, so an LLC formed on March 12 files every March 12, not on a shared statewide date. Because the deadline is personal to each entity and Massachusetts sends no reminders, the usual failure is simply losing track of the date. Miss it and a late penalty applies, and if the report goes unfiled for two consecutive years the state can administratively dissolve the LLC, which ends its good standing and its liability shield until it is reinstated.

What you pay the state over time, and the unused-LLC trap

The recurring cost is high enough that an idle Massachusetts LLC is worth closing.

The recurring state cost of a Massachusetts LLC is the $500 annual report, so an unused Massachusetts LLC quietly costs $500 a year to keep alive.

After formation, a default pass-through Massachusetts LLC pays no franchise tax, so the $500 annual report is the recurring state cost, unless the LLC elected corporate tax treatment, in which case a $456 minimum corporate excise also applies. The practical consequence is specific to Massachusetts: because the annual fee is so high, an LLC that is no longer in use costs a meaningful amount to keep, and formally cancelling an idle Massachusetts LLC with a Certificate of Cancellation saves $500 a year that would otherwise drain away. Owners who form a Massachusetts LLC speculatively, or keep an old one around, pay for that inertia more than in any other state. A foreign LLC registering to do business in Massachusetts also faces the state’s high fees.

Why the sourcing matters

One discipline runs under this page, and Massachusetts supplies a clean example on a related figure.

A number several sites agree on can be several copies of one stale figure, which is why every figure here traces to the state.

Massachusetts’s own homestead exemption is the cautionary case: many current pages still publish the old $500,000 declared figure even though the statute now protects $1,000,000, covered on the protection page. Fees and thresholds drift, and agreement among aggregators is often shared copying rather than verification. Every figure on this page is dated, comes from the Massachusetts Secretary of the Commonwealth or the LLC Act, and carries the verification date below. When a fee or rule changes, the fix is to read the state’s own schedule again.

The bottom line

A Massachusetts LLC forms on a Certificate of Organization filed with the Secretary of the Commonwealth for $500, or $520 online, the highest formation fee in the country.

The annual report is also $500, due on the anniversary date of the original filing, and Massachusetts sends no reminders.

Missing the report brings a penalty, and two consecutive missed years can lead to administrative dissolution.

There is no franchise tax on a default pass-through, so the $500 report is the recurring cost, and an idle Massachusetts LLC is worth formally cancelling to stop the drain.

Between formation and the annual report, Massachusetts is the most expensive state in the country to form and keep an LLC.

What this page does not cover

This page is about fees, forms, and deadlines. How creditors reach a member’s interest, the bare charging order, and the declared homestead are on the protection page. The default governance rules and the strictest fiduciary duty in the country are on the governance page. The millionaires surtax on a big sale, the deeds excise, and the missing series LLC are on the structure and cost page.

Last verified August 2026.