Pennsylvania Certificate of Formation: Filing & Cost (2026)
Pennsylvania does not have a "Certificate of Formation." Its LLC formation document is the Certificate of Organization, form DSCB:15-8821, filed with the Pennsylvania Department of State for a $125 fee along with a New Entity Docketing Statement. If you were told to file a Certificate of Formation in Pennsylvania, the correct document is the Certificate of Organization.
Quick Answer
- Pennsylvania's term
- Certificate of Organization (there is no PA "Certificate of Formation")
- Form
- DSCB:15-8821, plus New Entity Docketing Statement DSCB:15-134A
- Filing fee
- $125 (2026), to the Pennsylvania Department of State
- Agency
- Bureau of Corporations and Charitable Organizations - file via Business Filing Services
- Registered office
- Required - physical Pennsylvania address or a CROP (no registered agent)
- Ongoing
- Annual report, $7, due September 30 each year
Pennsylvania Uses a Certificate of Organization, Not a Certificate of Formation
The single most important fact for anyone searching "Pennsylvania Certificate of Formation" is that Pennsylvania does not use that title for its LLC. The document that legally creates a Pennsylvania limited liability company is the Certificate of Organization, form DSCB:15-8821. The confusion is understandable: several large states - including Texas, Delaware, New Jersey, and Washington - do call their LLC formation document a "Certificate of Formation," so business owners moving between states, or working from a national template, often reach for that phrase. In Pennsylvania, ask for and file the Certificate of Organization instead.
The distinction is only in the name. A Certificate of Formation in Texas and a Certificate of Organization in Pennsylvania do the same job: each is the state filing that brings the LLC into legal existence. So while the vocabulary differs, the purpose, the effect, and most of the required information are the same. For the generic concept, see Articles of Organization; for the Pennsylvania-specific, step-by-step formation walkthrough, see how to form an LLC in Pennsylvania.
Which States Use "Certificate of Formation"
Because the terminology varies, it helps to see where each label applies. A "Certificate of Formation" is the LLC formation document in states such as Texas (Form 205), Delaware, New Jersey, and Washington. Most other states - including California, Florida, and New York - call it the "Articles of Organization." Pennsylvania is in a third group that titles the document the "Certificate of Organization." All three names refer to the same category of filing. So if a lender, template, or out-of-state advisor references a "Certificate of Formation" for your Pennsylvania company, translate it to the Certificate of Organization (DSCB:15-8821) before you file - filing the wrong document, or asking the Department of State for a form it does not have, only causes delay.
Agency and Form: Department of State, DSCB:15-8821
You file the Certificate of Organization with the Pennsylvania Department of State, Bureau of Corporations and Charitable Organizations. It must be accompanied by a New Entity Docketing Statement, form DSCB:15-134A, which has no separate fee but is required for acceptance. The Bureau's acceptance of the certificate is the legal act that forms the LLC under the Pennsylvania Uniform Limited Liability Company Act of 2016, codified at 15 Pa.C.S. Chapter 88. You file online through Business Filing Services at file.dos.pa.gov, the Department's portal, or by mail. Before filing, confirm your desired name is available through the Pennsylvania business entity search.
How to File Pennsylvania's Formation Document, Step by Step
Whatever you call it, the filing follows the same sequence.
- Use the correct form. File the Certificate of Organization (DSCB:15-8821) - Pennsylvania's equivalent of a Certificate of Formation. Download it from the Department of State by its DSCB number.
- Check the name and designate a registered office. Choose a distinguishable name with an LLC designator, and list a registered office with a physical Pennsylvania street address, or a Commercial Registered Office Provider (CROP). Confirm the name does not infringe a federal trademark.
- File with the Department of State. Submit the Certificate of Organization and the New Entity Docketing Statement (DSCB:15-134A) and pay the $125 fee, online through Business Filing Services or by mail.
- Get an EIN and register for taxes. Apply for a free federal EIN from the IRS, then register for Pennsylvania taxes through myPATH, including a sales tax license if you sell taxable goods. Consider an S-corporation election if it fits.
- File the annual report each year. Beginning the year after formation, file the $7 annual report by September 30.
Pennsylvania LLC Formation Fees (2026)
The core cost is the $125 Certificate of Organization fee. The table lists the state fees new LLCs typically encounter, verified against the Department of State fee schedule; amounts are set by the state, not by any filing service.
| Item | Form | Fee (2026) | Agency |
|---|---|---|---|
| Certificate of Organization (form the LLC) | DSCB:15-8821 | $125 | Department of State |
| New Entity Docketing Statement (required) | DSCB:15-134A | No separate fee | Department of State |
| Name reservation (120 days) | DSCB:15-208 | $70 | Department of State |
| Same-day / 3-hour / 1-hour expedite | Add-on | $100 / $300 / $1,000 | Department of State |
| Annual report | Online via file.dos.pa.gov | $7 | Department of State |
| Federal EIN | IRS Form SS-4 | $0 (free) | IRS |
For the full picture, see Pennsylvania LLC cost and the national how much an LLC costs guide.
The Registered Office Requirement
One place Pennsylvania differs from many "Certificate of Formation" states is its treatment of the registered agent. Pennsylvania does not require a registered agent; instead the statute requires a registered office - a physical Pennsylvania street address where the LLC can receive service of process and official mail. A post office box alone is not acceptable. If your LLC has no Pennsylvania address, you may contract with a Commercial Registered Office Provider (CROP) and list the provider's name instead of a street address; you must have a written contract with the CROP first. This is a meaningful contrast for owners used to Texas or Delaware, where a named registered agent is mandatory. See Pennsylvania registered office requirements and the national registered agent overview.
After Formation: EIN, Annual Report, and Taxes
Once the Certificate of Organization is accepted, get a free EIN from the IRS to open a bank account, hire employees, and file taxes. By default the IRS treats a single-member LLC as a disregarded entity and a multi-member LLC as a partnership; either can elect corporate or S-corporation treatment. For state tax, an LLC's income passes through to members, who pay Pennsylvania personal income tax at the flat 3.07% rate; Pennsylvania has no annual LLC franchise tax. The main recurring state obligation is the $7 annual report, due September 30 each year under Act 122 of 2022. If you sell taxable goods or services, register for a sales tax license through myPATH; see business licenses in Pennsylvania and Pennsylvania LLC tax filing. Keep the operating agreement in your records; Pennsylvania does not file it, but it governs the company - see LLC operating agreements and what an LLC is.
Processing Time and Expedited Service
Standard online filings through Business Filing Services are generally processed within several business days, while mailed filings take longer. If you need proof of formation quickly, the Department of State offers same-day service for an added $100, three-hour service for $300, and one-hour service for $1,000, each charged on top of the $125 filing fee. Once accepted, you receive a stamped, filed copy of the Certificate of Organization that serves as proof the LLC exists; banks typically require it along with your EIN to open a business account. When you eventually close the company, you file a Certificate of Dissolution under 15 Pa.C.S. § 8872; see how to dissolve an LLC in Pennsylvania.
Frequently Asked Questions
Does Pennsylvania have a Certificate of Formation?
No. Pennsylvania's LLC formation document is the Certificate of Organization (DSCB:15-8821). Texas, Delaware, New Jersey, and Washington use "Certificate of Formation," but Pennsylvania does not. See Articles of Organization.
What is Pennsylvania's version of the Certificate of Formation?
The Certificate of Organization (DSCB:15-8821), filed with a New Entity Docketing Statement. It performs the same function as a Certificate of Formation elsewhere.
How much does the Pennsylvania LLC formation document cost?
$125, paid to the Department of State. The docketing statement has no separate fee; expedite adds $100, $300, or $1,000. See Pennsylvania LLC cost.
Where do I file the Pennsylvania Certificate of Organization?
With the Department of State, Bureau of Corporations and Charitable Organizations, online through Business Filing Services at file.dos.pa.gov or by mail.
Does a Pennsylvania LLC need a registered agent?
No. Pennsylvania requires a registered office with a physical Pennsylvania address, not a registered agent. You may use a Commercial Registered Office Provider (CROP).
What ongoing filings does a Pennsylvania LLC have?
A $7 annual report by September 30 each year under Act 122 of 2022. Income passes through and is taxed at the flat 3.07% rate; there is no LLC franchise tax.
Related
- Articles of Organization (concept hub)
- Pennsylvania Articles of Organization
- How to form an LLC in Pennsylvania
- Pennsylvania business entity search
- Pennsylvania registered office requirements
- Pennsylvania LLC cost and fees
- Pennsylvania annual report
- Certificate of Formation in Texas
Sources
- Pennsylvania Department of State - Pennsylvania Limited Liability Company (Certificate of Organization DSCB:15-8821; docketing statement DSCB:15-134A).
- Pennsylvania Department of State - Certificate of Organization, Domestic LLC (DSCB:15-8821) (form and $125 fee, PDF).
- Pennsylvania Department of State - Fees and Payments ($125 Certificate of Organization; $70 name reservation; expedited $100/$300/$1,000).
- Pennsylvania Department of State - Annual Reports ($7 LLC fee; September 30 deadline; Act 122 of 2022).
- Pennsylvania Department of State - Commercial Registered Office Providers (registered office vs. agent).
- Pennsylvania Department of State - Business Filing Services portal (online filing; name search).
- Pennsylvania Department of Revenue - Personal Income Tax (flat 3.07% rate; pass-through treatment).
- Justia - 15 Pa.C.S. § 8821, Formation and Certificate of Organization.
- Justia - 15 Pa.C.S. § 8872, Winding Up and Filing of Certificates.
- Texas Secretary of State - LLC Formation FAQs (Texas uses "Certificate of Formation," Form 205 - a comparison state).
- Delaware Division of Corporations - How to Form a New Business Entity (Delaware uses "Certificate of Formation").
- IRS - Limited Liability Company (LLC) (federal default classification).
- IRS - Get an Employer Identification Number (free EIN).
- Cornell Law School, Legal Information Institute - Limited Liability Company (LLC).
LegalGlass provides general information for educational purposes and is not a law firm or a substitute for advice from a licensed attorney or tax professional. Laws, fees, and form names change; verify current requirements with the Pennsylvania Department of State and Pennsylvania Department of Revenue before acting.