Why 10,000,000-share Pennsylvania startups receive a default Authorized Shares assessment—and how Assumed Par Value recalculation can reduce it to the $400 statutory minimum ($450 with the $50 March 1 Annual Report).
Pennsylvania Department of State ↗Pennsylvania statutory references supplied for the October 25, 2026 review; confirm current official instructions.
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Statutory Rule & Filing Mechanics (15 Pa.C.S. § 146 (Act 122 Annual Report))
Why 10,000,000-share Pennsylvania startups receive a default Authorized Shares assessment—and how Assumed Par Value recalculation can reduce it to the $400 statutory minimum ($450 with the $50 March 1 Annual Report).
Pennsylvania Department of State ↗March 1 Annual Report — $50 State Fee
Domestic corporations report their principal place of business, at least one officer, and all directors (§ 502).
Pennsylvania Department of State ↗Assumed Par Value Recalculation
Use issued shares and total gross assets to calculate tax under 15 Pa.C.S. § 146 (Act 122 Annual Report). The $400 minimum is not guaranteed for every startup.
Pennsylvania Department of State ↗Your preparation checklist
- Confirm LLC, standard C-Corp, Venture 10M-Share C-Corp, or Series LLC
- Clear Pennsylvania ICIS entity name
- Designate physical Pennsylvania Registered Agent
- File Certificate of Formation ($110) or Incorporation ($109)
- Execute Operating Agreement or Bylaws; review 30-day § 83(b) election
- Calendar March 1 corporation report or June 1 LLC tax
Compare Authorized Shares vs. Assumed Par Value
Compare Authorized Shares vs. Assumed Par Value
Pennsylvania Act 122 Annual Report Calculator (15 Pa.C.S. § 146)
Filing window
Jan 1 – Sept 30
PA state fee
$7
Corp USA filing fee
$99
Total
$106
First report due in 2026. Starting with 2027 non-filers, the Department of State may administratively dissolve or cancel entities that miss the report; a 6-month cure window follows the DOS notice.
File my Act 122 Annual Report — $106Keep the requirements separate.
| Requirement | Rule / confirmation needed | Official authority |
|---|---|---|
| March 1 Annual Report — $50 State Fee | Domestic corporations report their principal place of business, at least one officer, and all directors (§ 502). | Pennsylvania Department of State ↗ |
| Assumed Par Value Recalculation | Use issued shares and total gross assets to calculate tax under 15 Pa.C.S. § 146 (Act 122 Annual Report). The $400 minimum is not guaranteed for every startup. | Pennsylvania Department of State ↗ |
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Corp USA is not a law firm and does not provide legal advice. State fees are pass-through. Service fees and taxes are separate. Review the order price before payment.
Before your next step
15 Pa.C.S. § 146 (Act 122 Annual Report). Why 10,000,000-share Pennsylvania startups receive a default Authorized Shares assessment—and how Assumed Par Value recalculation can reduce it to the $400 statutory minimum ($450 with the $50 March 1 Annual Report).
Pennsylvania Department of State ↗No. They pay the flat $300 annual tax by June 1 (§ 18-1107).
Pennsylvania Department of State ↗$200 late penalty plus 1.5% monthly interest on unpaid tax (15 Pa.C.S. § 146 (Act 122 Annual Report)).
Pennsylvania Department of State ↗