Forming a Corporation in Massachusetts

updated 12 December 2024

In the Commonwealth of Massachusetts, it makes more sense to form a corporation than an LLC as the formation and annual filing fees are both lower. There is the added headache of having to submit certain annual filings, but these can be rather generic. As of this writing, the filing fee for a corporation is $250 while an LLC is $500. Both are subject to a $15 expedition fee regardless of payment method. Annually, a corporation must submit the annual report, which is $100 if filed online in a timely manner. An LLC has no annual reporting requirement but still requires an annual payment of $500.

Before we begin, I should be ABSOLUTELY CLEAR that I am not now, nor have I ever been, a lawyer. What follows is NOT TO BE CONSTRUED AS LEGAL ADVICE. I am sharing with you various resources and files that I found and/or made while incorporating Draughts & Ledgers, Ltd. Feel free to use these resources to generate official-looking documents, but PLEASE, get them checked out by a lawyer before taking any action on or with them.

These steps were taken following steps outlined on the Digital Media Law Project page on Forming a Corporation in Massachusetts. I have modified them as I followed the process and added supporting documents.

Congratulations! You’ve successfully started your own corporation! Just remember that even if you’re the sole Director and Officer of a corporation that you operate for your own business, you still need to make annual filings of the activities of your corporation. The main two are the annual Shareholder’s Meeting and the Board of Directors. You can find draft language once again from Northwest Registered Agent for the Shareholders and the Board. There are also draft Resolution forms further down on this summary page. Not useful if you’re the be-all, end-all of your corporation, but may be necessary as you grow.

Cheers!

Now that you're done celebrating, you need to realize you're not done. There are Pitfalls of Being an S-Corp in Massachusetts.