PA House Bill 2234
Amends Title 15 (Corporations and Unincorporated Associations) and Title 54 (Names) of the Pennsylvania Consolidated Statutes to provide for entity transactions. This legislation reorganizes significant portions of Title 15, and provides all business entity types the ability to engage in five fundamental transaction types: mergers, interest exchanges, conversions, divisions and domestications. Likewise, the legislation consolidates provisions related to the registration of foreign business entities that do business in PA. The addition of Section 7411 (Expiration) will take effect immediately. The remainder of the legislation will take effect on July 1, 2015. Signed by Governor Tom Corbett on October 22, 2014. Summary of Changes or Full bill text
New Due Date for Annual BCCO Registrations
On October 14, 2014, Governor Tom Corbett signed PA House Bill 359 changing the due date for charitable organizations’ submission of their annual registration to the Bureau of Corporations and Charitable Organizations (BCCO).
Starting December 15, 2014, charitable organizations that conduct solicitations must submit their annual registration to the BCCO by the fifteenth day of the fifth month following the close of their fiscal year.
If an organization is receiving an extension from BCCO, the filing will be due by the fifteenth day of the eleventh month after the end of the organization’s fiscal year. This change brings the due date into line with the due date of the IRS Form 990.
Registrations processed before December 15, 2014, will fall under the current filing requirement of 135 days after the end of the organization’s fiscal year.
Automatic Revocation of IRS Tax-Exempt Status
Guidance from National Council of Nonprofits on Automatic Revocation of IRS Tax-Exempt Status for Nonprofits
Senate Bill 304 (Act No. 2013-67) Effective September 11, 2013
• Updates Title 15 and Title 54 to complete the codification of the Business and Nonprofit Corporation Law
• Creates a coherent body of statutory law governing the internal affairs of unincorporated nonprofit associations through the enactment of the Uniform Unincorporated Nonprofit Association Act.
• Allows actual corporate filings to be done online, makes available an expedited filing option and clarifies the nature of certain fees
- Description of SB 30423.86 K | 7/30/2013
PA Decennial Filing – Important Clarification for Nonprofits (Click Here)
Decennial Filing – Important Clarification for Nonprofits – You May Not Need to File.
PANO has included information on the legal requirement for all corporations to file a "Decennial Filing" with the PA Department of State to ensure protection of the corporate name. The next Decennial Filing may be made any time from January 1, 2021 through December 31, 2021. A Decennial Filing is required ONLY IF the corporation has not made a new or amended filing with the Corporation Bureau of the Department of State in the 10-year time period from January 1, 2012 through December 31, 2021.
IMPORTANT UPDATE: In 2011, PANO received information from various sources at the state level in regard to whether nonprofits must file this report. We have clarified that there is another option for nonprofit corporations to ensure continued protection of the corporate name without filing the report of the entity's continued existence (also known as the Decennial Filing).
If the nonprofit corporation has filed an "Annual Statement" with the PA Department of State, within the 10-year period from January 1, 2012 through December 31, 2021, then it is not necessary for it to file a 2021 Decennial Filing. The advantage is that there is no cost to filing an Annual Statement, whereas the fee for the Decennial Report is $70. An Annual Statement is required whenever a nonprofit corporation changes Officers. This has been a long-standing requirement that not many organizations have adhered to in the past.
We are now encouraging all nonprofit corporations to file an Annual Statement the next time you change Officers of the Corporation. That way the PA Department of State has indication that the organization is active and the 2021 Decennial Filing will not be needed if an "Annual Statement" has been filed between January 1, 2012 and December 31, 2021.
Below is the information that is contained in the Standards for Excellence Legal Checklist regarding the Annual Statement filing:
Description: Form DSCB: 15-5110 Annual Statement - Nonprofit Corporation
Nonprofits must file annual reports only if there has been a change in corporate officers during the preceding calendar year. (No fee is required for this filing.)
Department of State--Bureau of Corporations [|Questions and Answers on Decennial Filing|http://www.portal.state.pa.us/portal/server.pt/community/corporations/12457/x_decennial_filing/571892}