How to Form an LLC in Pennsylvania

Many new business owners choose to form their businesses as limited liability companies (LLCs). An LLC is a great business structure for small businesses. It has a flexible management structure, taxing benefits, and liability protection for owners. However, to form an LLC, you must follow rules and procedures, including filing paperwork and paying a fee.

Here are the steps you need to take to form an LLC in Pennsylvania. (For more on how to form an LLC in any state, see our article on how to start an LLC.)

1. Choose a Name for Your Pennsylvania LLC

Pennsylvania, like other states, has rules for naming LLCs. These rules include what you can and can't include in your LLC's name and its distinguishability.

LLC name must be distinguishable. Your LLC's name must be distinguishable (different) from the names of other business entities already on record with the Pennsylvania Department of State (DOS). You can check names for availability at the DOS's business search. (15 Pa. Cons. Stat. § 202 (2024).)

LLC name must include an entity designator. Under Pennsylvania law, your LLC name must contain the words "company," "limited," or "limited liability company," or an abbreviation of one of these three choices. Alternatively, your LLC's name can include similar words or abbreviations to these terms used in other states. (15 Pa. Cons. Stat. § 204 (2024).)

Name reservation. You can reserve a name for 120 days by filing a name reservation application (Form DSCB:15-208) with the DOS. You can reserve your name online through Pennsylvania's Business One-Stop Shop Hub (Business One-Stop). As of 2024, the filing fee to reserve a name is $70. (15 Pa. Cons. Stat. § 208 (2024).)

Using a fictitious name. You don't have to use your LLC's official legal name when doing business out in the real world. You can instead use a fictitious name, sometimes called an "assumed name," "DBA" (short for doing business as), or "trade name." If you choose to go by another name than your LLC's legal name, you must register your fictitious name. You can submit a fictitious name registration to the DOS online through Business One-Stop. As of 2024, the filing fee is $70. (54 Pa. Cons. Stat. §§ 301 and following (2024).)

2. Appoint a Registered Office for Your Pennsylvania LLC

Most states require LLCs and other businesses to appoint and maintain a registered agent at a registered office. Pennsylvania differs in its requirements. Under Pennsylvania law, your LLC must have a registered office in the state. But you don't have to have a registered agent.

The registered office can be the same as the address of your place of business but doesn't have to be. You might also be able to use a commercial registered office provider instead of a registered address. (15 Pa. Cons. Stat. § 8825 (2024).)

3. File a Certificate of Organization With the DOS

A Pennsylvania LLC is created by filing a Certificate of Organization Limited Liability Company (Form DSCB:15-8821) with the DOS. At a minimum, the certificate must include the following information:

• the LLC's name, and
• the address of the LLC's registered office.

(15 Pa. Cons. Stat. § 8821 (2024).)

The certificate must be accompanied by a completed New Entity Docketing Statement (Form DSCB:15-134A). This form must include:

• the LLC's name
• the name and address of the person responsible for initial tax reports
• a description of the LLC's business activities
• the LLC's federal employer identification number (EIN), and
• the LLC's fiscal year-end.

You can file the certificate and docketing statement online through Business One-Stop. As of 2024, the filing fee to submit a certificate of organization is $125.

4. Prepare an Operating Agreement

Pennsylvania law says that two or more members can make an operating agreement for an LLC. However, an LLC isn't required to have an operating agreement. Once an LLC creates an operating agreement, the LLC itself and the members are bound to the terms of the agreement—assuming the terms don't violate the law.

The operating agreement is the primary document that establishes the rights, powers, duties, liabilities, and obligations of the members among themselves and to the LLC. The agreement is purely an internal document and not filed with the DOS.

An operating agreement generally covers:

If an LLC doesn't have an operating agreement or the operating agreement is silent on any terms, Pennsylvania's default LLC rules will apply.

For help creating an LLC operating agreement, see Form Your Own Limited Liability Company, by Anthony Mancuso (Nolo).

5. Get an EIN and Comply With Other Tax and Regulatory Requirements

Other tax and regulatory requirements might apply to your LLC. For instance, your LLC might need to obtain an EIN, apply for business licenses and permits, and register for business taxes.

EIN. You might need to get a federal employer identification number (EIN) for your LLC if your LLC has more than one member or plans to have employees. Even if your LLC isn't required to have an EIN, it's still a good idea to get one. Having an EIN can make it easier to open a bank account, apply for business loans, and do business with other companies. The process to apply for an EIN is quick, easy, and free. You can get an EIN by completing an online EIN application on the IRS website.

Business Licenses. Depending on your LLC's business activities and location, your LLC might need to obtain local and state business licenses or permits. Make sure that you and your business have all necessary operational, tax, and professional licenses and all required zoning and building permits.

Tax registration and filings. You'll need to register your business with the Pennsylvania Department of Revenue (DOR) to pay and file taxes. You can register your LLC with the DOR online via myPATH. You can use myPATH for income tax, sales tax, withholding tax, and other business taxes. For more information on Pennsylvania LLC tax registration, check out our article on Pennsylvania LLC annual report and tax filing requirements.

6. File Annual Reports With DOS

Starting in 2025, Pennsylvania LLCs must file a report with the DOS every year. Prior to 2025, LLCs were only required to submit a report to the DOS every 10 years.

You must file your annual report by September 30 and pay a $7 filing fee.

You can find more information about annual reports in our article on Pennsylvania LLC annual reports (as noted above) and on the DOS's Annual Reports in Pennsylvania webpage.

Getting Help With Your Pennsylvania LLC

Create a personalized business registration checklist using Business One-Stop's wizard. By answering a few questions about your business, the wizard will create a customized list of licenses, permits, forms, and contact information you'll need to start your Pennsylvania business.

You can also read our article on starting a business in Pennsylvania. If you want personalized legal help, you can speak with a Pennsylvania business lawyer. An attorney can help you with your business registrations, tax and regulatory obligations, and operating documents.