Certificates of Annual Registration (CARs)
All domestic or foreign limited liability partnerships (LLPs), limited liability limited partnerships (LLLPs) and all domestic or foreign restricted professional companies (RPCs/PLLCs) in existence on December 31 of any year are required to file a
Certificate of Annual Registration [DSCB:15-821/8998]. This form and the corresponding annual registration fee must be filed on or before April 15 of each year following the year with respect to which it is being filed (e.g. due by April 15, 2023* for the 2022 year).
The Certificate of Annual Registration (CAR) may be filed online at
Filing the CAR online is strongly recommended – the online CAR form will populate with the company details currently on file, preventing costly mistake and delay. Filing and paying online will ensure all the relevant form questions are answered, save mailing time and prevent the submission of the incorrect annual registration fee and/or penalties. In addition, Certificates of Annual Registration submitted
online will be automatically approved. Online filers see statuses in real time and will be able to access the approved Certificate of Annual Registration within minutes. Therefore, there are no expedited service options for CARs.
When submitting CARs online,
any delinquent years must be filed first, together with applicable fees and penalties, in order from oldest to most current reporting year. Each delinquent year must be submitted with payment, approved by the Department and returned as filed
before submitting the next year.
How to file a Certificate of Annual Registration online:
- Register an account for Business Filing Services (BFS) if you are new user (Customer Portal Overview)
- Log in and search for your LLP, LLLP or RPC/PLLC name under "Business Search."
- Click on the business name and "Request Access" to the business record. An emailed PIN is required to access an existing business registration and file any amendments (including a Certificate of Annual Registration) (Customer PIN Overview)
- Complete the Certificate of Annual Registration form online and pay by credit card. Complete, pay for and submit only one reporting year at a time for a specific company.
- After the CAR is processed, you will receive an email with instructions to log back in to the BFS portal to retrieve your filed document under "My Work Queue."
Certificate of Annual Registration fees:
Restricted professional companies (RPCs/PLLCs). The 2023 nonrefundable annual fee for RPCs/PLLCs is $610 times the number of persons who were members of the company on December 31, 2022. The annual fee is required to be paid only with respect to a member who: 1) Was licensed to practice the professional service rendered by the company on December 31; and 2) Had principal residence in Pennsylvania on December 31. See 15 Pa.C.S. §8998(b)(1). The base fee was increased to $610 on December 31, 2021. See §8998(b)(2).
Limited liability partnerships (LLPs) and limited liability limited partnerships (LLLPs). The 2023 nonrefundable annual fee for LLPs and LLLPs is $410 times the number of persons who were general partners of the partnership on December 31, 2022. The annual fee is required to be paid only with respect to a general partner who: 1) In the case of a natural person, had a principal residence in Pennsylvania on December 31, or 2) In the case of any other person, was incorporated or otherwise organized or existing under the laws of Pennsylvania on December 31. See 15 Pa.C.S. §8221(b)(1). The base fee was increased to $410 on December 31, 2021. See 15 Pa.C.S. §8221(b)(2).
History of LLP/LLLP/PLLC Certificate of Annual Registration fees
Failure to file a Certificate of Annual Registration:
Failure to file the Certificate of Annual Registration [DSCB:15-8221/8998] by April 15, 2023 will result in a lien on the assets of the partnership or professional limited liability company for the amount of the annual registration fee. If the Certificate of Annual Registration is not filed by May 15, 2023, a further penalty of $500 will be assessed against the partnership or professional limited liability company, which will create a second lien on the assets of the company. These two Uniform Commercial Code liens will take priority over all other liens and remain against the business until all outstanding CARs and fees have been satisfied.
Liens placed by the Department of State on a company for failure to file CARs will be automatically terminated upon the filing of CARs for the corresponding delinquent reporting years and payment of the appropriate fees and penalties.
*Because April 15 falls on a weekend this year, companies have until the next business day to submit CARs, which is Monday, April 17, 2023.