How to incorporate in Pennsylvania: Formation process, publication rules, and annual report filing

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  1. はじめに
  2. What does it mean to incorporate a business in Pennsylvania?
  3. What are the advantages of forming a corporation in Pennsylvania?
    1. Structural clarity and integration
    2. Targeted economic incentives
  4. What are the legal requirements to incorporate in Pennsylvania?
    1. Compliant business name
    2. Registered office
    3. Filed formation documents
    4. Published notice of incorporation
    5. Post-filing formalities and compliance
  5. How much does it cost to incorporate in Pennsylvania?
  6. What are the steps to incorporate your business in Pennsylvania?
    1. Choose your entity type
    2. Check and secure your name
    3. Designate a registered office
    4. Prepare and file formation documents
    5. Publish required notices
    6. Organize your corporation
    7. Obtain tax and license credentials
    8. Maintain good standing
  7. How Stripe Atlas can help
    1. Applying to Atlas
    2. Accepting payments and banking before your EIN arrives
    3. Cashless founder stock purchase
    4. Automatic 83(b) tax election filing
    5. World-class company legal documents
    6. A free year of Stripe Payments, plus $50K in partner credits and discounts

Pennsylvania has a long-standing procedure for incorporation. This process stands out because it requires corporations to publish notices of incorporation in two newspapers. In 2025, the state replaced the old 10-year filing rule with an annual report.

Below, we’ll discuss how to incorporate in Pennsylvania, including the benefits, legal requirements, and costs.

What’s in this article?

  • What does it mean to incorporate a business in Pennsylvania?
  • What are the advantages of forming a corporation in Pennsylvania?
  • What are the legal requirements to incorporate in Pennsylvania?
  • How much does it cost to incorporate in Pennsylvania?
  • What are the steps to incorporate your business in Pennsylvania?
  • How Stripe Atlas can help

What does it mean to incorporate a business in Pennsylvania?

Incorporation in Pennsylvania gives your business its own legal identity that’s separate from you. Once it’s formed, your corporation can own property, sign contracts, and take on obligations in its own name. That distinction protects your personal assets if the business faces debt or legal claims.

Pennsylvania recognizes several forms of corporations, including C corporations (C corps), S corporations (S corps), and nonprofit corporations. Each structure defines how ownership, governance, and taxes work, but they all offer the core benefits of legal separation and liability protection.

Pennsylvania’s system combines structure and flexibility. Most filings are handled through the state’s online registry, and a business can be formed for nearly any legal purpose. Incorporating in the state means your business exists as a distinct, permanent entity.

What are the advantages of forming a corporation in Pennsylvania?

Pennsylvania’s incorporation system is built for businesses that expect to grow and need a legal and financial framework that can keep up. About 1.2 million small businesses have chosen Pennsylvania as their home. In August 2025, there were 13,480 business applications, according to US Census Bureau statistics. Here are the main advantages of incorporating in the state:

Structural clarity and integration

Pennsylvania has implemented measures to make incorporation more transparent. The Business Corporation Law of 1988, modernized by Act 122 of 2022, clarifies the elements of formation.

Here are two standout pillars:

  • Each new corporation is automatically linked to the Department of Revenue through the docketing statement for new entities.

  • The state’s online registry provides verification of corporate standing, simplifying diligence and banking relationships. This record is public.

Targeted economic incentives

Incorporated businesses can access state programs that offset costs and reward in-state growth. Examples include:

  • The Keystone Innovation Zone (KIZ) Tax Credit provides up to $100,000 annually for qualified businesses that operate in specified areas of research and development (R&D) near institutes of higher education.

  • The R&D tax credit incentivizes businesses that conduct qualified research to do so in Pennsylvania.

  • The Department of Community and Economic Development offers various funding programs for businesses, including loans and grants for clean energy projects.

Pennsylvania’s incorporation process is traditional and modern. Though the state requires new corporations to publish a legal notice in two newspapers, it operates a centralized online filing portal (Business Filing Services).

Here’s what Pennsylvania legally requires from you to form a corporation:

Compliant business name

A Pennsylvania corporation must have a distinct name with a suffix such as “Corporation,” “Incorporated,” “Company,” or “Limited.” You can search name availability through the state’s online database.

Registered office

Every corporation must have a registered office address in Pennsylvania. This must be a physical street address, not a PO Box. If your business doesn’t have one, you can list a Commercial Registered Office Provider (CROP).

Filed formation documents

To legally form a corporation in Pennsylvania, file articles of incorporation and a docketing statement for new entities with the Department of State’s Bureau of Corporations and Charitable Organizations.

Your filing must include:

  • Corporation name and registered address

  • Names of any incorporators

  • Business purpose (for benefit corporations only)

  • Aggregate number of authorized shares

Once it’s approved, your entity appears in the state’s searchable public database.

Published notice of incorporation

Pennsylvania enforces a newspaper publication rule for corporations, so you must publish a notice of incorporation (or intent to incorporate) in two newspapers, and one must be a legal journal if possible. The statute allows publication before or after filing and doesn’t set a deadline. Try to publish promptly. Keep proof in your corporate records because these notices aren’t filed with the state.

Post-filing formalities and compliance

After formation, you might need to:

  • Hold an organizational meeting to adopt corporate bylaws and elect directors and officers.

  • Issue shares to founders and investors.

  • Obtain a federal Employer Identification Number (EIN) from the IRS.

  • Register for tax accounts via the Pennsylvania Online Business Tax Registration service.

  • Apply for any required industry or local licenses.

How much does it cost to incorporate in Pennsylvania?

Pennsylvania’s incorporation costs are fixed, and they’re designed to make long-term compliance more stable and easier to model for corporations that form in the state. Pennsylvania relies on a flat, defined fee schedule that avoids the incremental charges some jurisdictions impose.

Here’s what you should budget for:

Filing or Service

Costs

Details

Articles of incorporation

$125

This is a fixed fee and doesn’t vary by capitalization, shares, or stock.

Publication requirement

Varies

The cost for this varies by county.

Name reservation

$70

You can pay to hold a name for 120 days.

Annual report

$7 per year

This is due in the first half of each year.

Businesses can expect to spend at least $125 up front and $7 per year to stay compliant. This doesn’t include potential CROP costs if you’re not maintaining your own Pennsylvania address. These filing costs make long-term corporate planning straightforward.

What are the steps to incorporate your business in Pennsylvania?

Like most states, Pennsylvania sets out several clear legal steps you must take to incorporate and maintain a business. You can manage the process through the Department of State’s online filing system, which brings many registration and compliance tasks into one place and makes it easier for new owners to get started.

Here’s a step-by-step guide to incorporation:

Choose your entity type

First, decide how you’ll structure the business. Pennsylvania law permits business corporations, including C corps, S corps, nonprofits, benefit corporations, professional corporations, and more.

These are some reasons you might choose a specific type:

  • C corps can issue multiple classes of stock and raise institutional capital.

  • S corps elect pass-through taxation under IRS rules.

  • Benefit corporations balance profit and public purpose.

  • Professional corporations are for licensed professions such as law, medicine, and architecture.

Check and secure your name

Your business name must be unique and include a corporate designator. The state’s online database shows what’s available.

Designate a registered office

Every corporation must list a registered office address in Pennsylvania, which serves as the legal contact for notices and service of process. If your business has no physical location in the state, you can list a CROP. Unlike many other states, Pennsylvania doesn’t require a registered agent.

Prepare and file formation documents

To form the entity, submit the articles of incorporation and a docketing statement for new entities to the Department of State. The two filings create your legal charter and automatically register the business with the Department of Revenue.

You can submit online filings through the Business Filing Services portal.

Publish required notices

Corporations must publish a notice of incorporation or intent to incorporate under Title 15 Section 1307 in 2 newspapers of general circulation. One should be a legal journal if possible. Keep the affidavits of publication in your records—they’re not filed with the state, but they’re still a legal requirement.

Organize your corporation

Once your filing is approved, hold an organizational meeting to adopt bylaws, elect officers and directors, issue shares, and authorize initial banking and contracts. You don’t file these actions with the state, but the records establish governance and preserve liability protection.

Obtain tax and license credentials

Apply for a federal EIN with the IRS. The state automatically receives your tax information via the docketing statement, but you might need to register for sales tax, employer withholding, or unemployment compensation accounts. Check the Pennsylvania Municipal Statistics Contact Search to find contacts for local permits.

Maintain good standing

As of 2025, Pennsylvania requires most domestic and foreign filing associations to file an annual report rather than a decennial one—a major change introduced by Act 122 of 2022. The report confirms necessary business details. Missing the deadline can result in administrative dissolution.

Each step in Pennsylvania’s process ties the corporation to the state’s legal and fiscal record. The system rewards precision: once it’s formed, your business exists as a continuous public entity that’s visible, compliant, and built to last.

How Stripe Atlas can help

Stripe Atlas sets up your company’s legal foundations so you can fundraise, open a bank account, and accept payments within two business days from anywhere in the world.

Join 75K+ companies incorporated using Atlas, including startups backed by top investors like Y Combinator, a16z, and General Catalyst.

Applying to Atlas

Applying to form a company with Atlas takes less than 10 minutes. You’ll choose your company structure, instantly confirm whether your company name is available, and add up to four cofounders. You’ll also decide how to split equity, reserve a pool of equity for future investors and employees, appoint officers, and then e-sign all your documents. Any cofounders will receive emails inviting them to e-sign their documents, too.

Accepting payments and banking before your EIN arrives

After forming your company, Atlas files for your EIN. Founders with a US Social Security number, address, and cell phone number are eligible for IRS expedited processing, while others will receive standard processing, which can take a little longer. Additionally, Atlas enables pre-EIN payments and banking, so you can start accepting payments and making transactions before your EIN arrives.

Cashless founder stock purchase

Founders can purchase initial shares using their intellectual property (e.g., copyrights or patents) instead of cash, with proof of purchase stored in your Atlas Dashboard. Your IP must be valued at $100 or less to use this feature; if you own IP above that value, consult a lawyer before proceeding.

Automatic 83(b) tax election filing

Founders can file an 83(b) tax election to reduce personal income taxes. Atlas will file it for you—whether you are a US or non-US founder—with USPS Certified Mail and tracking. You’ll receive a signed 83(b) election and proof of filing directly in your Stripe Dashboard.

Atlas provides all the legal documents you need to start running your company. Atlas C corp documents are built in collaboration with Cooley, one of the world’s leading venture capital law firms. These documents are designed to help you fundraise immediately and ensure your company is legally protected, covering aspects like ownership structure, equity distribution, and tax compliance.

A free year of Stripe Payments, plus $50K in partner credits and discounts

Atlas collaborates with top-tier partners to give founders exclusive discounts and credits. These include discounts on essential tools for engineering, tax, finance, compliance, and operations from industry leaders like AWS, Carta, and Perplexity. We also provide you with your required Delaware registered agent for free in your first year. Plus, as an Atlas user, you’ll access additional Stripe benefits, including up to a year of free payment processing for up to $100K in payment volume.

Learn more about how Atlas can help you set up your new business quickly and easily, or get started today.

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