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PENNSYLVANIA DEPARTMENT OF STATE 
BUREAU OF CORPORATIONS AND CHARITABLE ORGANIZATIONS      Return document by mail to: 

Name                                                            Certificate  of Annual Registration 
                                                                           DSCB:15-8221/8998                                             
Address                                                                      (rev. 1/1/2022) 
City                           State                Zip Code 

 Return document by email to: _________________________________
 
          Read all instructions prior to completing. This form may be submitted online at https://file.dos.pa.gov. 

Fee:  See Instructions. 

        Check one:      Limited Liability General Partnership/Limited Liability Limited Partnership (§ 8221) 
                        Restricted Professional Limited Liability Company (§ 8998) 

               In compliance with the requirements of the applicable provisions (relating to annual registration), the 
undersigned domestic or foreign limited liability general partnership/limited liability limited partnership/restricted 
professional limited liability company, hereby states that: 

       1. The name of the limited liability general partnership/limited liability limited partnership/restricted
       professional limited liability company is:

       Limited Liability General Partnership/Limited Liability Limited Partnership: complete only paragraph 2 
       2. The prescribed annual base fee of $410 times           (the number of persons who were general partners of 
       this partnership on December 31,             (year) and who are described in § 8221(b)(1)) accompanies this 
       Certificate of Annual Registration. 
        
       Restricted Professional Limited Liability Company: complete only paragraphs 3 and 4 
       3. Check one of the following:
          The company engaged only in business permitted by § 8996(a) (relating to purposes of restricted
          professional companies) during the year with respect to which this certificate is being filed. 
               The company engaged in business not permitted by § 8996(a) (relating to purposes of restricted 
          professional companies) during the year with respect to which this certificate is being filed. 

       4. The prescribed annual base fee of $610 times           (the number of persons who were members of this 
          company on December 31,                   (year) and who are described in § 8998(b)(1)) accompanies this 
          Certificate of Annual Registration. 

                                                 IN TESTIMONY WHEREOF, the undersigned general partner/ 
                                                 member/authorized person has executed this Certificate of Annual 
                                                 Registration this       __     day of ________________________,  
                                                 ______________. 

                                                                           Signature 



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DSCB:15-8221/8998 - Instructions 
                                                                  
                                               Pennsylvania Department of State 
                                 Bureau of Corporations and Charitable Organizations 
                                                              P.O. Box 8722 
                                                      Harrisburg, PA  17105-8722 
                                                          (717) 787-1057 
                                                Website: www.dos.pa.gov/corps 
 
General Instructions                                              Form Instructions 
Typewritten is preferred.  If handwritten, the form must be       Enter the name and mailing address to which any 
legible and completed in black or blue-black ink in order to      correspondence regarding this filing should be sent.  This field 
permit reproduction.                                              must be completed for the Bureau to return the filing. If the 
                                                                  filing is to be returned by email, an email address must be 
The nonrefundable filing fee for this form depends on the type    provided. An email will be sent to address provided, 
of organization and how many general partners (for LLPs and       containing a link and instructions on how a copy of the filed 
LLLPs) or members (for professional LLCs). Checks should          document or correspondence may be downloaded. Any email 
be made payable to the Department of State.  Checks must          or mailing addresses provided on this form will become part 
contain a commercially pre-printed name and address.              of the filed document and therefore public record. 
                                                                   
This form and all accompanying documents shall be mailed to       1.  Give the exact name of the limited liability general 
the address stated above.                                         partnership/ limited liability limited partnership/restricted 
                                                                  professional company. The name on this line must match 
Who should file this form?                                        exactly the association name as shown in Department’s 
Any domestic or foreign limited liability general partnership     records at the time the Certificate of Annual Registration is 
(LLP), limited liability limited partnership (LLLP) and any       submitted for filing. This field is required. 
domestic or foreign restricted professional company (PLLC)         
in existence on December 31 of any year is required to file a     2.  To be completed by Limited Liability General 
Certificate of Annual Registration.  This form and the            Partnerships/ Limited Liability Limited Partnerships 
corresponding annual registration fee must be filed on or         only. 
before April 15 of each year following the year with respect to    
which it is being filed. This form must be filed for companies    Fill in the number of persons who were general partners 
that are listed as “active” on the records of the Department,     of the partnership on December 31 and the year to which 
even if there are no qualifying general partners or members.      that number relates. The number of general partners listed 
                                                                  and annual fee paid should reflect the number of general 
This form is only for limited liability general partnerships,     partners who: 
limited liability limited partnerships and restricted             a.  In the case of a natural person, had their principal 
professional companies. It is not for limited liability                     residence in Pennsylvania on December 31, or  
companies which do not render restricted professional services    b.        In the case of any other person, was incorporated or 
(see definitions below).                                                    otherwise organized or existing under the laws of 
                                                                            Pennsylvania on December 31. See §8221(b)(1). 
Definitions                                                        
A limited liability general partnership is any domestic           The nonrefundable annual fee of $410 times the number 
general partnership which has elected limited liability status    of persons who were general partners of the partnership 
with a registration under section 8201(a) (relating to scope) or  on December 31 shall accompany this form and shall be 
any foreign general partnership which has registered under        made payable to the Department of State.  The base fee 
section 412 (relating to foreign registration statement).         was increased to $410 on December 31, 2021.  See 
A limited liability limited partnership is any domestic           §8221(b)(2).  Failure to file the annual registration by 
limited partnership which has elected limited liability status    April 15 will result in a lien on the assets of the 
with a registration under section 8201(a) (relating to scope) or  partnership.  If a certificate of annual registration is not 
any foreign limited partnership which has registered under        filed by May 15, a penalty of $500 will be assessed 
section 412 (relating to foreign registration statement).         against the partnership, which will create a second lien on 
A restricted professional company is a limited liability          the assets of the partnership.   
company that renders one or more restricted professional           
services.                                                         Failure to file the certificate of annual registration for five 
Restricted professional services are the following                consecutive years will result in the automatic termination 
professional services: chiropractic, dentistry, law, medicine     of the status of a domestic limited liability partnership or 
and surgery, optometry, osteopathic medicine and surgery,         limited liability limited partnership as such. Failure to file 
podiatric medicine, public accounting, psychology or              the certificate of annual registration for five consecutive 
veterinary medicine.                                              years will result in the automatic termination of the 
                                                                  registration of a foreign limited liability general 



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partnership or limited liability limited partnership.        4. To be completed by Restricted Professional 
                                                             Companies only. 
3. To be completed by Restricted Professional                 
Companies only.                                              Fill in the number of persons who were members of the 
                                                             company on December 31 and the year to which that 
The certificate of annual registration must include a        number relates. The number of members listed and annual 
statement by the company as to whether or not it engaged     fee paid should reflect the number of members who: 
in any business not permitted by section 8996(a) (relating   a. Were licensed to practice the professional service 
to purposes of restricted professional companies) during        rendered by the company on December 31; and 
the year with respect to which the certificate is being      b. Had principal residence in Pennsylvania on 
filed.                                                          December 31.  See §8998(b)(1). 
                                                              
§ 8996.  Restrictions.                                       The nonrefundable annual fee of $610 times the number 
(a) Purposes of restricted professional companies. --        of persons who were members of the company on 
      A restricted professional company shall not engage in  December 31 shall accompany this form and shall be 
any business other than conducting the practice of the       made payable to the Department of State.  The base fee 
restricted professional service or services for which it was was increased to $610 on December 31, 2021.  See 
specifically organized, except that a restricted             §8998(b)(2).  Failure to file the annual registration by 
professional company may:                                    April 15 will result in a lien on the assets of the company.  
      (1) Own real and personal property necessary for or    If a certificate of annual registration is not filed by May 
 appropriate or desirable in the fulfillment or rendering    15, a penalty of $500 will be assessed against the 
 of its specific restricted professional service or services company, which will create a second lien on the assets of 
 and it may invest its funds in real estate, mortgages,      the company. 
 stocks, bonds or any other type of investment.               
      (2) Be a partner, shareholder, member or other         Signature and Verification 
 owner of a partnership, corporation, limited liability      An authorized representative of the limited liability general 
 company or other association engaged in the business        partnership, limited liability limited partnership or restricted 
 of rendering the restricted professional service or         professional company must sign the Certificate of Annual 
 services for which the restricted professional company      Registration. Signing a document delivered to the Department 
 was organized.                                              for filing is an affirmation under the penalties provided in 18 
                                                             Pa.C.S. § 4904 (relating to unsworn falsification to authorities) 
                                                             that the facts stated in the document are true in all material 
                                                             respects. This field is required. 
                                                              






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