Massachusetts Corporation Requirements

Each state has different requirements for forming a corporation. Whether you are starting a business or incorporating a business already in existence, you’ll want to understand state requirements for Massachusetts incorporation.

Cost to incorporate in Massachusetts

At BizFilings, we clearly outline our fees and the state fees to form a Massachusetts corporation. View our pricing to incorporate as a C corporation or S corporation to plainly see:

• BizFilings’ package prices. BizFilings offers three incorporation service packages from which you can choose.
• State fee for standard turn-around. Our pricing clearly shows the state fee to incorporate in Massachusetts with standard turn-around.
• Expedited turn-around. You will see the BizFilings and state fee, if any, for expedited turn-around.
• Certified copy. Our pricing also clearly displays the BizFilings and state fee, if any, for issuing a Certified Copy of the Articles of Incorporation.

Corporate Name

The name of the corporation must contain the word "Corporation," "Incorporated," "Limited" or an abbreviation thereof. A period must be used at the end of any abbreviation. Symbols cannot be used in a company name. The corporation may assume any name indicating it is incorporated. The name may not be the same as the name or trade name of a Massachusetts corporation, foreign corporation, firm, association, person carrying on business in Massachusetts, or name under reservation. It also may not be so similar as to be mistaken for another name unless given the written consent of the existing corporation, firm, association or person. The words "United States," "U.S." or "Veteran" imply an association with the government and cannot be used.

Director information

The following are the Massachusetts requirements for directors of corporations:

• Minimum number. Corporations must have no fewer than three directors, unless there are two or fewer shareholders. In such case, there may be one or two directors.
• Residence requirements. Massachusetts does not have a provision specifying where directors must reside.
• Age requirements. Directors must be at least 18 years old.
• Inclusion in the Articles of Organization. Director names and addresses are required to be listed in the Articles of Organization.

Requirements for the Articles of Organization

The document required to form a corporation in Massachusetts is called the Articles of Organization. The information required in the formation document varies by state. The Massachusetts requirements include:

• Officers. Officer names and addresses are required to be listed in the Articles of Organization.
• Stock. Authorized shares and par value must be listed in the Articles of Organization. An increase in the number of shares or par value can affect initial filing fees.
• Registered agent. Corporations must list the name and address of a registered agent with a physical address (no post office boxes) in Massachusetts. The registered agent must be available during normal business hours to accept important legal and tax documents for the business.

Professional services businesses

Massachusetts allows professionals, such as accountants, attorneys and physicians, to form a professional corporation (PC).

After forming a corporation, you must undertake certain steps on an ongoing basis to keep your business in compliance. These steps are also important in preserving the limited liability a corporation provides its owners. This guide outlines the ongoing requirements for Massachusetts corporations.

Corporate records

Massachusetts corporations must keep complete corporate records at the principal office.

Corporate taxes and fees

The following are taxation requirements and ongoing fees for Massachusetts corporations:

• Annual report. Massachusetts requires corporations to file an annual report. It is due on or before the 15th day of the third month after the close of the corporation’s fiscal year. The filing fee is $125.
• Taxes. For complete details on state taxes for Massachusetts corporations, visit Business Owner's Toolkit or the State of Massachusetts .
• Federal tax identification number (EIN). An EIN is required for corporations that will have employees. Additionally, most banks require an EIN in order to open a business bank account.
• State tax identification number. Massachusetts does not require a state tax identification number.

Business licenses

Business licenses and/or permits are required for most businesses. The BizFilings Business License Application Package can help you stay on top of these requirements.

S corporation election

Massachusetts recognizes the federal S corporation election and does not require a state-level S corporation election.

Additional Massachusetts information

View the following additional resources BizFilings has for forming and maintaining companies in Massachusetts:

• Massachusetts LLC Formation