Massachusetts lesson 3 of 6
File the Certificate of Organization
The Certificate of Organization is the document that legally creates a Massachusetts LLC. It is filed with the Secretary of the Commonwealth's Corporations Division for a $500 fee.
What the certificate asks for
The form sets out the LLC's exact name, the street address of the principal office, the resident agent and address, the general character of the business, the latest date the LLC will dissolve if any, and the names and addresses of persons authorised to execute documents on the LLC's behalf. If an EIN has already been obtained, it is stated on the certificate too.
- Managers, if any, are named on the certificate and become part of the public record
- The certificate can be filed online, by mail, or in person at the Boston office
- Massachusetts does not require members to be listed if the LLC is member-managed without designated managers
Fees and processing
The state filing fee is $500, one of the highest LLC formation fees in the country. Check the Corporations Division's current fee schedule for any additional charge tied to online or expedited filing, since fee amounts for optional services can change.
Because both the formation fee and the annual report fee are $500, a Massachusetts LLC's realistic first-year cost to the state alone is roughly $1,000 once the first annual report comes due.
After approval
Once the Certificate of Organization is filed and returned, note the formation date carefully. Massachusetts's annual report deadline runs from that anniversary date, not from a fixed calendar month, so the exact filing date matters for your compliance calendar.
Key takeaways
- The Certificate of Organization costs $500, filed with the Corporations Division.
- The certificate can be filed online, by mail or in person in Boston.
- Record your exact formation date; it sets the annual report deadline going forward.
Frequently asked questions
Does Massachusetts require an operating agreement to be filed?
No. An operating agreement is not filed with the state, but it is where you set out ownership, management and profit sharing, and banks typically ask to see one.
Can a non-resident form a Massachusetts LLC?
Yes. There is no residency requirement for members or managers. Only the resident agent must have a Massachusetts address.
Official sources
Or let us file your Massachusetts LLC for you
Everything above is yours to use for free. If you would rather hand it over, we prepare and file the Certificate of Organization, act as your registered agent, and track your ongoing deadlines.
Last reviewed: September 2026 - reviewed by Gullia Filing Legal & Formation Team