In Massachusetts an LLC costs $500 to form and $500 a year in annual reports, while a business corporation costs $275 to form and $100 a year when the report is filed online. The corporation pays the corporate excise, with a $456 minimum (c. 63, § 39), and needs a board plus a president, treasurer and secretary. An LLC has fewer formalities and pass-through tax by default.
Massachusetts Secretary of the Commonwealth, Corporations DivisionM.G.L. c. 63, § 39M.G.L. c. 156D, § 8.01Massachusetts General Laws chapters 156C, 156D, 180 and 110 and the Corporations Division Filing Fees page reviewed November 11, 2026. Confirm current fees with the Secretary of the Commonwealth before filing.
Heads up: we are an independent company that prepares and submits Massachusetts filings for owners. We are not the Secretary of the Commonwealth or its Corporations Division, and we do not give legal advice. Every state charge passes through at the exact amount billed, shown separately from our service fee.
- Filed with the Massachusetts Corporations Division
- We track your Massachusetts annual report
- Cited to M.G.L. chapters 156C and 156D
- Talk to a filer: (386) 465-3937
The forks in the road.
Formation fee
LLC $500. Corporation $275 for up to 275,000 shares.
Massachusetts Secretary of the Commonwealth, Corporations DivisionEvery year at the Secretary
LLC $500 annual report. Corporation $100 online, $125 paper.
Massachusetts Secretary of the Commonwealth, Corporations DivisionTax baseline
A corporation owes at least the $456 corporate excise minimum. An LLC taxed as a partnership or disregarded entity does not file the corporate excise.
M.G.L. c. 63, § 39Governance
A corporation needs a board and three officers, and holds annual shareholder meetings (c. 156D, §§ 7.01, 8.01, 8.40). An LLC follows its operating agreement.
M.G.L. c. 156D, § 8.01Investors
Venture investors generally expect a corporation with authorized shares; an LLC suits owner-operated businesses and real estate.
M.G.L. c. 156D, § 2.02What to have ready
- Estimate profit and payroll
- Ask your accountant about S corporation treatment
- Count owners and expected investors
- Compare $500 to form plus $500 a year (LLC) with $275 to form plus $100 a year and the excise (corporation)
- Decide who will manage
- Pick a structure and file
Massachusetts LLC vs Corporation: State Fees, Annual Reports and the $456 Excise
Massachusetts LLC vs Corporation: State Fees, Annual Reports and the $456 Excise
Massachusetts LLC and corporation cost calculator
Corporations Division fee (at cost)
$500.00
Our service fee
$149.00
Agent and kit
$199.00
First-year total
$848.00
Next year the LLC files a $500 annual report on the anniversary of its filing date. When we file online, the Division's electronic processing charge is added at cost as its own line.
Start with these options0 / 6 complete
Five-year state cost comparison
LLC: $500 to form plus four $500 reports, $2,500 at the Secretary over five years. Corporation: $275 to form plus four $100 online reports, $675, but with a corporate excise of at least $456 a year, or $2,280 over five years. On state costs alone the two land close together; the deciding factors are usually income tax treatment, investors and how much paperwork you want.
Source: www.sec.state.ma.us
Formalities
A corporation must have a board, a president, a treasurer and a secretary, and must hold an annual shareholders meeting (c. 156D, §§ 7.01, 8.01, 8.40). One person may fill every role. An LLC runs under its operating agreement and keeps the records listed in chapter 156C, § 9. Both should keep separate bank accounts and sign contracts in the company name.
Source: www.sec.state.ma.us
Taxes in broad strokes
An LLC with one owner is disregarded for federal income tax by default and one with several is a partnership. Either can elect corporate or S corporation treatment. A business corporation pays the Massachusetts corporate excise, and S corporations have their own excise rules. Talk to an accountant before choosing on tax grounds.
Source: malegislature.gov
Raising money
Investors who buy preferred stock want a corporation with authorized shares and classes. Massachusetts lets you authorize up to 275,000 shares for the base $275 fee, which leaves room for a pool. LLCs can admit investors too, but documentation is custom.
Source: malegislature.gov
Massachusetts law and Corporations Division rules behind this.
| Topic | Massachusetts rule | Where it comes from |
|---|---|---|
| Formation fee | LLC $500. Corporation $275 for up to 275,000 shares. | Massachusetts Secretary of the Commonwealth, Corporations Division |
| Every year at the Secretary | LLC $500 annual report. Corporation $100 online, $125 paper. | Massachusetts Secretary of the Commonwealth, Corporations Division |
| Tax baseline | A corporation owes at least the $456 corporate excise minimum. An LLC taxed as a partnership or disregarded entity does not file the corporate excise. | M.G.L. c. 63, § 39 |
| Governance | A corporation needs a board and three officers, and holds annual shareholder meetings (c. 156D, §§ 7.01, 8.01, 8.40). An LLC follows its operating agreement. | M.G.L. c. 156D, § 8.01 |
| Investors | Venture investors generally expect a corporation with authorized shares; an LLC suits owner-operated businesses and real estate. | M.G.L. c. 156D, § 2.02 |
Related Massachusetts reading.
Heads up: we are an independent company that prepares and submits Massachusetts filings for owners. We are not the Secretary of the Commonwealth or its Corporations Division, and we do not give legal advice. Every state charge passes through at the exact amount billed, shown separately from our service fee.
What Massachusetts owners ask us
At the Secretary, the corporation is far cheaper: $275 plus $400 in reports versus $500 plus $2,000. Add the $456 yearly excise minimum and the gap narrows.
Massachusetts Secretary of the Commonwealth, Corporations DivisionYes, through IRS Form 2553, while keeping the LLC's $500 state fees.
Internal Revenue Service (IRS)Yes. Massachusetts allows conversions; the fee depends on the entity filing.
Massachusetts Secretary of the Commonwealth, Corporations DivisionYes. Corp USA prepares and submits your Massachusetts filing with the Corporations Division for you. The state fee is passed through at cost and our service fee is shown separately at checkout, so you never have to work through the state's filing system yourself.
Massachusetts Secretary of the Commonwealth, Corporations Division