Starting an LLC in Massachusetts isn't cheap, but it's straightforward if you follow the state’s rules closely. Massachusetts requires three essentials under Massachusetts General Laws Chapter 156C: a proper name, a registered agent with a Massachusetts street address, and a Certificate of Organization filed with the Secretary of the Commonwealth. Everything else? Nice to have, but not required by law.
The costs hit you right away. Massachusetts charges $500 just to review your Certificate of Organization, and an additional $500 every year for required reports, which are among the highest fees in the nation. If they reject your filing? You'll pay that $500 again, so getting the details right saves you real money and headaches.
How you file affects how quickly you get approved, though both methods cost the same.
Filing online is faster and easier. Choose paper, and you'll wait longer for manual processing.
Your LLC name needs "Limited Liability Company," "L.L.C.," or "LLC" and must stand out from other Massachusetts businesses. Check if your name is available using the Massachusetts Secretary of the Commonwealth's online search tool.
Avoid using restricted words like "bank" or "insurance" unless you have obtained special permission. Planning to use a different name for your business than your official LLC name? File a "doing business as" (DBA) with your local city or town clerk.
You need a registered agent with a physical street address in Massachusetts, as P.O. boxes are not accepted. This can be any Massachusetts resident at least 18 years old, or a business authorized to provide registered agent services. Your agent must also give written consent.
Skip maintaining a registered agent, and the state might dissolve your LLC, shutting down your business and exposing you to personal liability. Choose someone reliable, as it's critical for staying compliant and maintaining your peace of mind.
The Certificate of Organization officially establishes your LLC. Include your:
If managers are running your LLC, list their names and business addresses, along with the individuals authorized to sign documents. File your Massachusetts LLC Certificate of Organization online, by mail, or in person with a $500 fee to the Secretary of the Commonwealth.
The law doesn't require an Operating Agreement, but it’s smart to have one. This document outlines who owns what, how you'll manage things, and how your LLC operates. It prevents confusion and arguments, especially if you have multiple members.
The Operating Agreement strengthens your liability protection and makes things clear for banks, investors, and members. You can write it yourself for free or get professional help for a fee.
Massachusetts doesn't make you get a statewide general business license, but your specific industry might need special licenses. Obtain an Employer Identification Number (EIN) from the IRS; it's free, and you'll need it for tax purposes and banking.
If you sell taxable goods or services, register for sales tax with the Massachusetts Department of Revenue, and check with your local government about permits your business might need.
Creating your LLC is just the beginning. Staying compliant will require your consistent attention. Massachusetts demands:
Your annual report is due every year on your LLC's anniversary, with a steep $500 filing fee. Filing online through the Secretary of the Commonwealth's portal is quicker and gives you instant confirmation, but the deadline is firm.
Your tax situation depends on how you've structured things. There's no separate franchise tax, but if you elect C-corp status, you'll face corporate excise tax instead.
What is the cost to start an LLC in Massachusetts?
The Certificate of Organization costs $500 to $520. Add $0 if you're your own registered agent, or $100 to $300 annually for professional services, plus an optional $30 name reservation fee. Most owners spend between $500 and $850 to get started.
How long does formation take?
Online filings typically process within a few business days, while paper submissions can take several weeks due to manual processing.
Is an Operating Agreement required?
No, but you'd be smart to have one. Banks, investors, and even solo entrepreneurs rely on it to establish ownership, determine profit distribution, and resolve disputes. You can write it yourself at no cost.
How does Massachusetts compare with its nearby states in terms of fees?
Massachusetts costs significantly more than its neighbors. Rhode Island ($150/$50), Connecticut ($120/$80), and New Hampshire ($100/$100) all charge much less for formation and annual compliance.
Can I form an LLC in another state if I operate in Massachusetts?
Yes, but you'll need to register as a foreign LLC once you "transact business" in Massachusetts, paying both home-state and Massachusetts fees.
The Discern platform handles Massachusetts LLC compliance without you lifting a finger, providing real-time processing estimates and clear status updates. Most Discern filings are completed in minutes, eliminating the uncertainty and stress of traditional compliance management.
Our system handles multi-state compliance simultaneously, pre-fills forms with your entity information, and ensures you never miss a critical deadline again, including for multi-state franchise tax.
Book a demo with Discern to get started.
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