Form a Corporation in Pennsylvania
Everything you need to know about forming a Corporation in Pennsylvania. Filing fees, requirements, timeline, and step-by-step guidance.
Want this turned into your personalized Corporation roadmap for Pennsylvania?
Sign up free — we'll track every step, deadline, and what comes after the LLC.
How to File
Choose a Corporate Name
Select a unique name that includes a corporate designator such as 'Corporation,' 'Incorporated,' 'Company,' 'Limited,' or an abbreviation thereof (Corp., Inc., Co., Ltd.). Search the Pennsylvania Department of State business name database to confirm availability.
30 minutes
Appoint a Registered Agent
Designate a registered agent with a physical street address in Pennsylvania who is available during normal business hours to receive legal and official documents on behalf of the corporation. This can be an individual or a registered commercial agent service.
15 minutes
File Articles of Incorporation
Prepare and file the Articles of Incorporation (DSCB:15-1306) with the Pennsylvania Department of State, Bureau of Corporations and Charitable Organizations. The document must include the corporate name, registered office address, number of authorized shares, and incorporator information.
1-2 hours
Appoint Directors and Hold Organizational Meeting
The incorporator(s) must appoint the initial board of directors, who then hold an organizational meeting to adopt bylaws, elect officers, authorize issuance of stock, and address other initial corporate matters. Pennsylvania law requires at least one director.
2-4 hours
What's Next After Filing
Once your Corporation is officially formed, you'll want to complete these important steps:
- •Draft and Adopt Corporate Bylaws — Create internal bylaws that govern how the corporation will be managed, including rules for shareholder meetings, director responsibilities, officer roles, voting procedures, and stock issuance. Bylaws are not filed with the state but must be kept at the principal office.
- •Obtain EIN and Open a Business Bank Account — Apply for a Federal Employer Identification Number (EIN) from the IRS at no cost, which is required for tax purposes, hiring employees, and opening a corporate bank account. Maintain separate corporate finances to preserve liability protection.
- •Register for Pennsylvania State Taxes and Licenses — Register with the Pennsylvania Department of Revenue for applicable taxes including Corporate Net Income Tax (CNR) and Capital Stock/Foreign Franchise Tax via myPATH. Obtain any required local business licenses, permits, and comply with Pennsylvania business privilege tax requirements in applicable municipalities.
Advantages
- ✓Strong personal liability protection separating shareholders from corporate debts and legal obligations
- ✓Ability to raise capital through the issuance of stock and attract investors or pursue venture capital funding
- ✓No annual report required with Pennsylvania Department of State, reducing administrative burden
- ✓Eligible to elect S-Corporation tax status with the IRS to avoid double taxation and pass profits/losses to shareholders
- ✓Perpetual existence independent of ownership changes, ensuring business continuity
Considerations
- •C-Corporations face potential double taxation — corporate profits taxed at the entity level and again when dividends are distributed to shareholders
- •More complex and costly to form and maintain than an LLC, with strict requirements for bylaws, board meetings, shareholder meetings, and corporate record-keeping
- •Pennsylvania's Corporate Net Income Tax rate (currently 8.99% for 2024) adds a significant state-level tax burden on C-Corporation income
- •Must file a Decennial Report every 10 years or risk administrative dissolution by the Pennsylvania Department of State
Annual Obligations
What OpenChamber Does
We don't file paperwork for you — we guide you through doing it yourself, which saves money and helps you understand your business from day one.
Personalized Checklist
Every task you need, organized by priority and tailored to Pennsylvania.
Vetted Professionals
When you need help, we connect you with professionals we trust.
Progress Tracking
Never lose track of where you are or what's next.
Track Your Progress
Get a personalized checklist for forming your Corporation in Pennsylvania — and everything that comes after.
Get Your Free Checklist