Massachusetts LLC: $500 to Form, $500 Every Year and the Nine Lines on the Certificate

Massachusetts sets the formation fee and the yearly fee at the same flat figure, written into the statute, so it's worth planning for the yearly cost before you choose the structure. Here's what section 12 says, line by line.

What a Massachusetts LLC costs to form and keep

Section 12(d) sets both fees, as of October 2026:

Filing	Fee	When it's paid
Certificate of organization	$500	When the certificate is filed
Annual report	$500	When each annual report is filed

The statute doesn't scale either fee to income or size. A one-person side business and a busy firm pay the same, which is why it's worth asking your accountant whether an LLC is the right wrapper for a small venture before you file.

The nine items on a Massachusetts certificate of organization

Section 12(a) says the certificate must set out:

1. The name of the LLC.
2. The address of the office in Massachusetts that section 5 requires.
3. The name and address of the resident agent for service of process.
4. The latest date the LLC is to dissolve, only if it has a specific date.
5. The name and address of each manager, if it has managers when it's formed.
6. The name of anyone besides a manager who's authorized to sign documents filed with the state, and at least one must be named if there are no managers.
7. The general character of the business.
8. If you want, the names of people authorized to sign recordable instruments affecting real property.
9. Any other matters the authorized persons decide to include.

The resident agent has to agree in writing

This is the step that gets certificates bounced. Item 3 isn't just a name and address. Section 12(a)(3) says the agent's written consent to the appointment must be in the certificate or attached to it. If you're using a friend, a lawyer or a service, get that signed consent before you file, not after.

The real estate line most founders skip

Item 8 is optional, and that's exactly why it's missed. It names the people who can sign deeds, mortgages and other recordable instruments for the LLC, whether they're recorded at a registry of deeds or a district office of the land court. If your LLC will buy, sell or lease property, naming them on the certificate gives a registry a public record of who can sign for the company.

When a Massachusetts LLC exists

Under section 12(b), the LLC is formed when the initial certificate is filed with the state secretary, or at any later date the certificate specifies, as long as the filing substantially complies with the section. From then on it's a separate legal entity. A later formation date can help if you want the company to start on the first day of a quarter or a tax year.

Your annual report repeats the certificate

Section 12(c) says every LLC formed under the chapter files an annual report with the state secretary setting out the information required in subsection (a). In practice, that means each year you confirm the same nine areas: name, office, agent, managers, signers and the character of the business. If any of it has changed, the report is where it shows, so keep your records current between filings.

Running an LLC in Massachusetts also brings tax and employment rules that sit outside Chapter 156C. If you'll sell taxable goods, check Massachusetts sales tax, and if you'll hire, read up on Massachusetts labor laws first.

Who can sign for a Massachusetts LLC

Three of the nine items are about people, and it's worth being deliberate about each:

• Managers (item 5). Only list them if the LLC has managers at formation. Their names and addresses go on the public record.
• Authorized signers for state filings (item 6). Anyone besides a manager who can sign documents filed with the state. If there are no managers, you must name at least one.
• Real property signers (item 8). Optional, and covered above.

Once formed, the LLC stays a separate legal entity until its certificate of organization is cancelled, under section 12(b). So closing the business isn't the same as closing the LLC: until the certificate is cancelled, the annual report and its fee keep coming.

If your business is registered elsewhere, see the Florida registered agent guide.

How to start an LLC in Massachusetts, step by step

1. Choose a name and confirm it's available.
2. Pick a resident agent and get their written consent.
3. Decide who'll manage the LLC and who can sign state filings and property documents.
4. File the certificate of organization and pay $500, as of October 2026.
5. Sign an operating agreement.
6. Diary the annual report and its $500 fee every year.

For the decisions that come before any state filing, my guide on how to start an LLC walks through them.

My verdict on a Massachusetts LLC

Massachusetts is clear but not cheap: $500 to form and $500 a year, as of October 2026, set by statute. The filing itself is simple once you have the agent's signed consent. Do the sums before you form, then treat the annual report as a fixed yearly cost of doing business in the state.

Deadlines and forms for another filing are listed in our California registered agent explainer.

Frequently asked questions

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

The certificate of organization costs $500, as of October 2026, under Chapter 156C section 12(d).

How much is the Massachusetts LLC annual report fee?

The annual report also costs $500 each year, as of October 2026, under the same section.

Does a Massachusetts resident agent have to consent?

Yes. The agent's written consent must be in the certificate of organization or attached to it.

When is a Massachusetts LLC formed?

When the initial certificate of organization is filed with the state secretary, or at a later date stated in the certificate.

What goes in a Massachusetts LLC annual report?

The same information the certificate of organization requires, such as the name, office, agent, managers, authorized signers and the general character of the business.

How long does a Massachusetts LLC exist?

It's a separate legal entity from formation until its certificate of organization is cancelled, under section 12(b).

Does a Massachusetts certificate have to list managers?

Only if the LLC has managers when it's formed. If it has none, at least one other person authorized to sign state filings must be named.