Pennsylvania professional entities should prepare for higher compliance costs in 2025 as the fee for Certificates of Annual Registration is expected to increase.
Each year, domestic and foreign registered Limited Liability Partnerships (“LLPs”), Limited Liability Limited Partnerships (“LLLPs”) and restricted professional companies (“RPC”/”PLLCs”) are required to file Certificates of Annual Registration (“CARs”) with the Pennsylvania Department of State, which includes an annual registration fee for each licensed professional member or partner, as applicable to such entity. CARs differ from the new Annual Reporting requirement which goes into effect beginning January 1, 2025. To learn more about the new Annual Reporting requirements, view our alert here.
As of December 2024, the annual registration fee for RPCs and PLLCs is $610 per licensed professional member if the member is licensed to practice the professional service and resides in Pennsylvania. The fee for LLPs and LLLPs is $410 per general partner if the partner is a natural person living in Pennsylvania. If they are not a natural person, they must be incorporated or organized under Pennsylvania law.
Starting in January 2025, the annual registration fee per member and per partner fee is scheduled to increase. The current online form used for annual registration will be unavailable beginning January 1, 2025, until the Pennsylvania Department of State sets a new fee amount. The updated form reflecting the new fee is expected to be ready online in advance of the April 15, 2025 filing deadline, but no specific date has been provided. Professional entities that attempt to submit the old annual registration with outdated fee amounts will have their submissions rejected.
Although the amount of the fee increase is unknown, the change could impact the bottom line for professional entities, and they should prepare to accommodate the new fees. Additionally, entities should keep in mind that there will be a period of time in 2025 when new filings will not be available to be submitted until an unknown date. This narrows the window of time professional entities have to meet state compliance, so companies should have a plan of action for when the updated version of the Certificate of Annual Registration form goes live to avoid last-minute issues and bottlenecks in the filing process.
Barley Snyder will continue to monitor the situation and provide additional information as it becomes available. If you have any questions about the Certificates of Annual Registration or would like assistance filing your Certificate of Annual Registration, please reach out to attorneys Charmaine Nyman, Anthony Austin or any member of Barley Snyder’s Business Practice Group.
