Pennsylvania LLC Formation

Pennsylvania LLC Formation Attorneys & Lawyers for Hire

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Steven S.

Steven Stark

304 reviews
For over 30 years, Steven Stark has offered counsel to non-profit organizations and private companies. He has a passion for helping small businesses in particular since he himself started several businesses of his own in New York and Florida. He understands the importance of small businesses having a reliable attorney to advise them about legal matters from their inception.
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Joshua G.

Joshua Garber

213 reviews
Representing notable clients like Tesla and the City of Los Angeles, Josh Garber excels at helping clients with employment and labor laws. Many of his past clients have had great success using Josh for employment agreements and Division of Labor Standards Enforcement (DLSE) hearings. With his practical advice, he has even helped clients avoid going to court.
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Richard G.

Richard Gora

159 reviews
Looking for an attorney with experience? Richard Gora is the exact attorney you want. Having defended over 100 cases both in state and federal courts and working with clients from around the globe, Richard has an array of different experiences. His services are wide-ranging and include business litigation, securities litigations, employment litigation, and business counsel. Prior to founding Gora LLC, he worked for Finn, Dixon & Herling LLP for eight years.
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Adam G.

Adam Goodman

Adam was an Associate for Pepper Hamilton LLP for over 3 years, and is currently a Clinical Intern with Council for Relationships. He has experience in drafting motions and participating in the discovery for complex pharmaceutical litigation. Adam has also had a Pro Bono practice where he focused on landlord-tenant disputes, and winning at trial in the Orphan's Court. He obtained his J.D. from the Villanova University School of Law.
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Timothy L.

Timothy Leonard

3 reviews
Timothy Leonard is a business attorney with more than three years of experience. He is licensed to practice law in Pennsylvania. Timothy specializes in commercial contracts and has a strong background in assisting startup companies and entrepreneurs. He received his J.D. in law from the University of Pittsburgh School of Law. Timothy started his own general practice in April 2017, where he now acts as the principal attorney.
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Brian M.

Brian Malkin

2 reviews
Brian Malkin is an attorney at law with 23 years of experience. He is licensed to practice law in Pennsylvania. Brian is also a member of the Pennsylvania Patent Bar. He has a J.D. in law, which he obtained from the University of Pittsburgh School of Law. Brian primarily specializes in trademark and copyright law. He has been serving as the principal attorney of Ference & Associates since November 2009. Prior to this position, he was an attorney at Malone Middleman, PC.
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Jeana M.

Jeana Mushriqui

A results-oriented and entrepreneurial attorney, Jeana Mushriqui has more than a decade of experience in private practice, as in-house counsel, and as a sole practitioner. She has a background in corporate cases, government contracts, commercial agreements, and contract reviewing, drafting, and negotiating. She speaks fluent Arabic and some French.
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James K.

James Kennedy

James Kennedy is a Real Estate Attorney with over 15 years of experience. He is the Founder of the Kennedy Firm based in Philadelphia - dealing with residential and commercial real estate matters. Previously, he was a Partner of a Law Firm and he served in-house as General Counsel. He is experienced in commercial real estate transactions, student housing projects and in public-private partnerships. He studied at the Villanova University School of Law.
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Christopher R.

Christopher Reed

2 reviews
I am a transactional attorney with extensive experience representing both large and small businesses in a wide range of industries. I served clients while working in a larg... read more
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Michael B.

Michael Boland Esq.

1 review
Michael Boland has over three decades of legal experience in general practice, criminal defense, and litigation. He also has experience with estate law, probate, and business law. A licensed Pennsylvania attorney, he has run his own firm since 1997 and has represented several thousand clients. Michael, who was awarded a 2010 Pro Bono Award from the Pennsylvania Bar Association, holds a J.D. from Dickinson Law.
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Why use UpCounsel to form an LLC in Pennsylvania

Starting an LLC in Pennsylvania with a business startup attorney on UpCounsel is easy, informative, and cost-effective. In just three simple steps, our LLC attorneys will help you protect your business and personal assets, and help you organize your business for state and federal compliance for limited liability companies.

When forming an LLC in Pennsylvania with UpCounsel, the attorney you choose to help you will conduct a business name search for your Pennsylvania LLC and assist you in preparing your LLC Operating Agreement, along with providing other legal services based on your needs. Once your Certificate of Organization has been prepared and successfully filed with the Pennsylvania Department of State, your Pennsylvania LLC has been formed and begins its existence as a corporate entity.

Requirements for Forming a Pennsylvania LLC

Choosing a Company Name for Your LLC

One of the first steps in the process of forming your Pennsylvania Limited Liability Company is to choose your business name.

The business name that you choose must contain the words "limited liability company" or the abbreviation "LLC" or "L.L.C." as the last words in the name of the limited liability company. The words "limited" and "company" may be abbreviated to "Ltd." and "Co.," respectively.

It must also be distinguishable (not the same as or deceptively similar to) the name of any Pennsylvania Limited Liability Company or foreign LLC reserved or registered.

By using UpCounsel, you can choose several business names in order of preference. Your attorney of choice can then conduct a name check for your Pennsylvania Limited Liability Company before filing to see which names are available. Once you have chosen an available name, your chosen LLC attorney can help you properly register your name with the State of Pennsylvania.

Certificate of Organization: When forming an LLC in Pennsylvania, the Certificate of Organization must be filed with the Pennsylvania Department of State. Pennsylvania state law requires that certain information be included in your Certificate of Organization when forming your Pennsylvania LLC.

This information mustinclude:

  1. The LLC's name and address.
  2. The name and address of the LLC's registered agent.
  3. The name and address of the LLC's organizer(s).
  4. Whether the LLC will be run by a manager.
  5. Whether the LLC will be providing professional services.

New Entity Docketing Statement: This form must also be filed to the Pennsylvania Department of State along with the Certificate of Organization.

Your Docketing Statement must provide:

  1. The LLC's name.
  2. The name and address of person responsible for the initial tax reports.
  3. The purpose for which the LLC is organized.
  4. The LLC's effective date.
  5. The LLC's Employment Identification Number (EIN).
  6. The LLC's fiscal year end.

Additionally, a Pennsylvania LLC formation generally requires inclusion and/or consideration of the following:

Organizers: One or more people may form a LLC, yet they do not need to be members of the LLC.

Minimum Number of LLC Organizers: One (or more).

Eligibility: An organizer may be an individual, partnership, limited partnership, trust, estate, association, corporation, limited liability company, or other entity, whether domestic or foreign.

LLC Operating Agreement: Although the LLC operating agreement is not required with the Certificate of Organization, it is a good idea for every LLC with more than one member to have one. If an operating agreement is created, it need not be filed with the Certificate of Organization.

Membership: A limited liability company must have one or more members.

Eligibility Requirements: A natural person or an entity.

Procedure for Membership: The member may acquire an interest in the LLC directly from the limited liability company at the time of formation and, after formation, at the time provided in and upon compliance with the Certificate of Organization or the operating agreement or, if not provided, only upon the vote of a majority in interest of the LLC members, excluding the vote of the person acquiring the membership interest, and only when the person becomes a party to the LLC's operating agreement.

Business Licenses: Business licenses and/or permits are required for most businesses. Contact the Pennsylvania Department of State for specific licenses.

Resident Agent needed for a Pennsylvania LLC

Remember every Pennsylvania LLC must have a registered agent in Pennsylvania, which is the person or office designated to receive official state correspondence and notice if the company is "served" with a lawsuit. The statutory agent may be a Pennsylvania resident or business entity authorized to do business in the state. However, the registered agent must have a physical Pennsylvanian street address.

Pennsylvania Department of State

Once you create a LLC in Pennsylvania, the Department of State will require that certain recurring responsibilities and duties be fulfilled. The most important of these are explained below.

For further information, contact the Pennsylvania Department of State.

Recurring Responsibilities and Duties for Pennsylvania LLCs

Annual Report: The Pennsylvania Department of State generally does not require an annual report for a LLC.

Certificate of Annual Registration: Only LLCs that engage in professional services, must file a Certificate of Annual Registration with the Pennsylvania Department of State. This must be filed yearly before April 15th and an annual fee of $500 times the number of the LLC's members must be paid.

Records: Each Pennsylvania limited liability company must keep the following records open to inspection at its office:

  1. A complete and accurate books and records of account.
  2. A copy of the minutes of the proceedings of the incorporators, shareholders and directors.
  3. A share register giving the names and addresses of all shareholders and the number and class of shares they hold.

Filing Fees for a Pennsylvania LLC

The processing fee for the Certificate of Organization and the Docketing Statement is generally about $250. Also, the filing and reservation of the LLC's name is $70. These fees can change so it would be best to check with the Pennsylvania Department of State on what the latest fees are. You may pay these fees in many different forms including cash, check, money orders, or debit and credit cards.

Taxes for a Pennsylvania LLC

A Pennsylvania LLC is not required to be a separate tax entity like a corporation; instead, it can be considered a "pass-through entity," so that the owners of the LLC report business losses or profits on their personal tax returns, just like in a partnership. However, an LLC treated as a partnership must also file a PA S Corporation/Partnership Information Return form (PA-20S/PA-65) with the Pennsylvania Department of Revenue.

Pennsylvania state law follows federal law for income tax purposes. Therefore if the LLC is classified as an association taxable as a corporation for federal income tax purposes, so will it be taxable as a corporation for state tax purposes.

Federal Income Tax: Unless you elect to tax the limited liability company as a corporation, the IRS will treat a single-member LLC in Pennsylvania as a sole proprietorship for tax purposes. This means that the LLC itself does not have to pay taxes or file a tax return. Unless you elect to tax the Limited Liability Company as a corporation, the IRS treats multi-member LLCs as partnerships for tax purposes. This means that LLC owners will each need to pay taxes on their lawful share of the profits on their personal income tax returns, not just on the LLC itself.

Federal Tax Identification Number: Your LLC will need to obtain a federal tax identification number, which is also known as an Employment Identification Number (EIN). An EIN is similar to an individual's social security number. You will need an EIN for your LLC as long as there is one member, even if the LLC does not have employees. For certain tax filing requirements the attorney you choose on UpCounsel can help prepare your Federal Tax ID Application, if you have not done so already.

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