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House of Representatives
Session of 2023 - 2024 Regular Session


Posted: June 5, 2023 02:28 PM
From: Representative Chris Pielli
To: All House members
Subject: Consistency In Domestic And Foreign Filing Under Title 15
Last session, the General Assembly moved legislation to provide a major overhaul of Title 15 (Corporations and Unincorporated Associations) that, among other things, required entities and businesses organized under Title 15 or registered with the Department of State to do business in Pennsylvania under Title 15 to file an annual report with DoS. Previously, entities filed a decennial report.
The impact of this report is to ensure that entities show that they still are in existence.
Part of last session’s overhaul requires DoS to provide associations with a transition period before imposing any termination for failure to file annual reports. Beginning with annual reports due in 2027, domestic associations (those located in Pennsylvania) that fail to file annual reports in the 2027 calendar year will be subject to administrative termination six months after the due date of the annual report (January 4, 2027).
This same rule also applies to foreign associations. Foreign associations are entities formed in other states. However, as it was enacted last session, the dates for when the proceedings to begin termination for failure to file annual reports was to begin with failure to file the 2026 report (January 3, 2026).
I am offering legislation that would add consistency to changes made to Title 15 last session, by ensuring that both domestic associations and foreign associations would have the same transitional due date – January 4, 2027.
This change will reduce confusion and make sure all entities doing business in Pennsylvania are given the appropriate time to adjust to the new annual reporting requirement before any steps can be taken by the Department of State.  In doing so, we ensure a more business-friendly Pennsylvania for both our domestic and foreign associations.

Introduced as HB1419