MASSACHUSETTS DIVISION OF CORPORATIONS
Massachusetts Division of Corporations
Massachusetts Division of Corporations handles corporation and LLC filings. The address is One Ashburton Place, 17th floor, Boston, Massachusetts 02108, telephone: (617) 727-9640.
The Corporations Division of the Secretary of the Commonwealth states that it "...is the repository for certain records of over four hundred thousand business and nonprofit corporations organized or registered to do business in the Commonwealth. In addition, the agency maintains records for limited partnerships and business trusts. Limited liability companies, limited liability partnerships, service marks, trademarks, and uniform commercial code filings are also made with the agency. Currently, all of these records are microfilmed or fiched and are available for public inspection from 8:45 a.m. to 5:00 p.m., Monday through Friday. (617) 727-9640."
For matters not unique to Massachusetts, but common to many states, see common concerns.
One or more persons may act as the incorporators of a corporation for the purpose of organizing a corporation formed pursuant to M.G.L. Chapter 156B. Chapter 4, s.7 defines persons as including corporations, societies, associations and partnerships. If the incorporator is a natural person, he or she must be 18 years of age or older.
The annual report of the corporation must be filed with the Secretary of the Commonwealth within two and one half months of the close of the corporation's fiscal year. The state advises that such an annual report must be filed regardless of whether or not the corporation has conducted business, within or without the state, during the preceding fiscal year.
In order to form a domestic limited liability company, one or more persons must execute a certificate of organization as the organizers of the limited liability company, containing at least those provisions which are mandatory under state law. The state advises that it does not provide forms for limited liability company filings.
Every limited liability company must file an annual report with the Secretary of the Commonwealth on or before the anniversary date of the filing of its original certificate of organization. The report shall contain all of the information included in its certificate of organization and any other matters the authorized person determines to include. The filing fee for an annual report is five hundred dollars ($500.00).
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