Pennsylvania Corporations: How to form and maintain your Pennsylvania corporation

Should you form your corporation in Pennsylvania? We’ve collected the relevant information that will help you make this decision.

Pros

• Taxed as a partnership

• Flat tax rate of 9.9% on all corporate income

• Qualified workforce

• Home to one of the top 20 metro areas in the US

Cons

• More paperwork required to meet various agency regulations

• Competitive market

Cost of doing business

• $125 filing fee / $0 annual statement

Privacy

• No disclosure of owners

Forming your corporation in Pennsylvania

The name In order to communicate to the public that your new business is incorporated, its official name will need to end with one of the following signifiers (or a relevant abbreviation): “incorporated”, “Company”, or “corporation.” In addition, it is required that the name of your business is not intentionally misleading to consumers, for any reason. Your company’s new name must also be completely unique, and not deceptively similar to any other organizations name or trademarks. There are also restrictions placed on using certain terms commonly used in the insurance, banking, and engineering industries. Do a FREE name search now.

Board of directors requirements You will need to form an official board of directors when incorporating in Pennsylvania. Here are the states explicit regulations regarding these directors:

• Required number of directors

  Pennsylvania corporations must have at least one director listed in their incorporation documents.

• Age restrictions

  Directors of corporations located in Pennsylvania can be of any age.

• Residence restrictions

  There are no residence restrictions imposed on the directors of C corporations in Pennsylvania. However, S corporations are only allowed to have directors located in the United States.

• What information needs to be included in the Articles of Incorporation?

  Pennsylvania does not require the names or addresses of directors to be disclosed in incorporation documents.

Requirements for the Articles of Incorporation

The Articles of Incorporation is a document that must be filed during the incorporation process in every state. Here is the information that must be included in this document when filing in Pennsylvania:

Stock information Pennsylvania requires the number of initial shares outstanding, and their par value, to be disclosed during the incorporation process. The number of outstanding shares does not affect initial state filing fees.

Officer information The state of Pennsylvania does not require officer information to be disclosed during the filing process.

Registered agent information All Pennsylvania corporations must have a registered agent on file, and submit their name and address (which cannot be a PO box). This agent is required to be accessible during standard business hours, and acts as the state’s point of contact with the company. Learn more about registered agents in Pennsylvania.

Additional Pennsylvania filing requirements

Many states have steps in the incorporation process that are unique to that state. These can also vary at the municipality or county level as well. Here are the steps required throughout all of Pennsylvania:

Public notice requirements All corporations in Pennsylvania must pay for a public notice of incorporation in two newspapers with distribution near the business’s location. Proof of these publications should be held indefinitely.

Corporate record keeping requirements Corporations are required to keep formal documentation regarding several of their operations. These are the explicit record keeping formalities required by Pennsylvania:

• A complete and comprehensive set of financial documents

• Records that detail the owners' names and addresses for all outstanding shares

• Meeting minutes for all shareholder, incorporator, and director meetings.

Pennsylvania corporate taxation and fee requirements

There are several tax and fee requirements that must be addressed by corporations in Pennsylvania. They are as follows:

Taxation All states have complex taxation requirements. For more information regarding taxes in Pennsylvania, it is advised that you visit the state’s official business related website. 

Annual report requirements Corporations in Pennsylvania are not required to file an annual report. However, they will need to file a Corporate Tax Report with the state’s Department of Revenue before April 16th of each month (or a month after federal taxes are due for corporations that don’t use calendar year accounting systems). This tax report marks the date that a number of state-level taxes are due.

Tax identification numbers Pennsylvania requires an EIN (employee identification number) for all corporations that will have employees, and most banks will require one to open accounts. Pennsylvania does not require corporations to obtain state tax ID numbers. Learn more about EINs.

Business license requirements

The business licenses and permits required in Pennsylvania vary wildly depending on the county or municipality in which your new corporation is located. If you would like to see more in-depth information on licenses and permits, please feel free to visit the content in our learning library that covers these topics. Learn more about business licenses and permits.

Need a Pennsylvania LLC instead? Click here.