Frequently Asked Questions About
Starting a Massachusetts LLC

There are a few different options when it comes to starting a business in Massachusetts. From a legal perspective, there are three main types of Massachusetts for-profit business entities: LLCs, S Corporations or C Corporations. For many entrepreneurs, we believe an LLC provides the right mix of liability protection and ease of administration.

In order to form an LLC in the state of Massachusetts, there are some minimum requirements you must meet. These are a completed Certificate of Organization, a business name and a fee you pay to the Secretary of the Commonwealth of Massachusetts. In addition, we recommend taking some further steps before formally starting your LLC:

• Research your target market to make sure there’s a demand for the products and services you provide.
• Read industry guides to give you a starting point in your niche.
• Create a comprehensive business plan that defines the most important aspects of your Massachusetts business.
• Write an Operating Agreement that covers how you will run your LLC.

After you’ve formed your Massachusetts LLC, you will also need to review your business license requirements, understand ongoing filing needs, set up a separate business bank account and get an accountant.

In Massachusetts, you register a business by completing and filing your Certificate of Organization with the Secretary of the Commonwealth of Massachusetts. You will need to gather information about your business, fill out the form and send it to the Secretary of the Commonwealth along with your filing fee. This will legally form your LLC in Massachusetts.

You can file your Certificate of Organization on the Secretary of the Commonwealth website or mail it in. Alternatively, Incfile can guide you through every step of the process by getting details from you and filing the form on your behalf — for free! There’s no additional charge for our basic LLC filing service, so all you need to do is pay the Massachusetts state filing fee.

At the time of writing the fee charged by the Secretary of the Commonwealth of Massachusetts is $500. You can always check the latest Massachusetts filing fees here. You will also need to pay an additional $20 for expedited filing if you file by fax or online, which will form your LLC faster. Some LLC filing services do charge you extra to prepare and submit your filing documents, but at Incfile, we do this for free — so you only pay the state fee.

Once you’ve gathered all of your information together and filed your Certificate of Organization (or had Incfile do it for you), it can take up to a week for the Secretary of the Commonwealth of Massachusetts to legally create your LLC. If you've paid the additional $20 expedited fee, your LLC may be formed in as little as 1-2 business days.

The name of your Massachusetts LLC needs to be unique, so you’ll need to check if it’s already being used by another business within the state. You can do that via the Secretary of the Commonwealth of Massachusetts website, or by using our fast and simple Business Name Search tool.

There are a few ways to register your Massachusetts LLC name.

• If you’re starting a new business and your business name is unique in Massachusetts and meets state naming rules, you simply include it in your Certificate of Organization.
• If you want to change the legal name of your business, you must file an Amendment online with the Secretary of the Commonwealth.
• If you just want to do business under a different name, you must file the appropriate forms for a DBA with your local town clerk, or have Incfile do it on your behalf.

If you want to prevent people from using your business name across the U.S., you can file a trademark for the name. We can help.

In other states, the formal documents that you file to form a corporation or LLC might be known as Articles of Incorporation. In Massachusetts, this document is called your Certificate of Organization, and it performs the same functions as the Articles of Incorporation.

No, the State of Massachusetts does not permit the creation of a Series LLC. A Series LLC is a special type of LLC where you create one “overall” business and then have individual, series LLCs within it, each counted as separate legal entities.

Yes, all legal business entities in Massachusetts, including LLCs, must have a Registered Agent at all times. Here at Incfile, we provide a free Massachusetts Registered Agent service for the first year if you file through us.

Note: The Secretary of the Commonwealth of Massachusetts refers to a registered agent as a 'Resident' agent — these are the same thing.

If you wish to change your Massachusetts Resident Agent you can do so by filing a Statement of Change with the Secretary of the Commonwealth. Here at Incfile, we provide a free Massachusetts Registered Agent service for the first year if you file through us. If you’ve been using a different Registered Agent and want to switch to us, we’ll file the Statement of Change on your behalf.

If you need to know the Registered (Resident) Agent of a specific Massachusetts business, you can perform a Massachusetts Resident Agent search within the state's business database.

As an LLC, any business profits you earn will be reported on your personal 1040 filing and reported and taxed as “pass-through” income. You will typically need to pay:

• Self-employment or payroll tax on all business profits
• Federal income tax on profits after you meet your tax-free allowance
• Sales tax for selling taxable products and services

Massachusetts charges a 6.25 percent state sales and use tax on all retail sales, leases and rentals of most goods. You will also need to pay sales tax if you provide a taxable service. You can find a full list of taxable services here.

You will need to register as a sales tax vendor with the Massachusetts Department of Revenue by Registering with MassTaxConnect. You can complete this process online.

The base rate for Massachusetts sales tax is 6.25 percent, however there may be additional sales tax depending on your region, county or city. Once you know your overall sales tax amount, calculate the value of all your taxable products and services. Then, multiply that by your sales tax rate to understand how much you will need to pay.

Once your LLC’s sales tax registration is complete, you will receive a notice with instructions on how often you must file a sales tax return and pay sales taxes. Returns and payments may be due monthly, quarterly or annually.

Some businesses will need to pay a corporate franchise tax in Massachusetts (referred to as Corporate Excise Tax), however it does not apply to LLCs unless your LLC is treated as a C Corporation for tax purposes.

If your goal is to form a business within the state of Massachusetts, chances are you'll need a business license of some kind to open and operate. The types of business licenses you need will vary depending on your type of business, industry, location and various other factors. We can research the types of business licenses you might need for you.