New Jersey LLC vs Massachusetts LLC (2026)
Written for owners based in New Jersey.
Verdict: for most owners, form where the business is based
Massachusetts charges $500 for the Certificate of Organization and $500 again every year for the annual report, plus a mandatory $20 fee on any electronic filing, so both come to $520 and the first year reaches $1,040 against New Jersey's $175. Nothing scales that down for a small company. Recurring cost runs $445 above New Jersey's $75 report every year, and New Jersey's $150-per-owner Partnership Filing Fee only starts above two owners. Add $100 to register a Massachusetts LLC in New Jersey and the case collapses.
Based in Massachusetts? Read Massachusetts LLC vs New Jersey LLC →
Compare New Jersey LLC vs Massachusetts LLC on filing fees, taxes, privacy laws, and annual costs. Find out which state is actually better for your business.
By Edmond Hui · Last updated: September 23, 2026
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| Factor | New Jersey | Massachusetts |
|---|---|---|
| Filing Fee | $100 | $500 by mail, $520 online (mandatory $20 expedite fee) |
| Processing Time | Not published by the state | Not published by the state |
| Annual Report Fee | $75 | $500 by mail, $520 online |
| Annual Report Due | Anniversary month | Anniversary date |
| State Income Tax | Yes | Yes |
| Anonymous LLC | No | No |
| Publication Requirement | No | No |
| Foreign LLC Cost (if forming out-of-state) | N/A, you're in your home state | $100 + registered agent ~$150/yr |
Full fee breakdown for either state: New Jersey LLC cost and Massachusetts LLC cost. Owner privacy options for either state: New Jersey anonymous LLC guide and Massachusetts anonymous LLC guide.
Business Climate: New Jersey vs Massachusetts
| Factor | New Jersey | Massachusetts |
|---|---|---|
| 5-year business survival rate | 50.5% (#29 of 51) | 52.7% (#18 of 51) |
| Business application growth (2026 YTD (Jan to Jul) vs 2025 YTD (same months)) | +12.2% YoY (#9 of 51 by volume) | +11.9% YoY (#21 of 51 by volume) |
Sources: U.S. Bureau of Labor Statistics, Business Employment Dynamics · U.S. Census Bureau, Business Formation Statistics (BFS)
Compare LLC Costs: New Jersey vs Massachusetts
New Jersey
Massachusetts
A figure shown as "from" is the least the state can charge, not a price. Tennessee's report is $300 for up to six members and $50 for each member above six, its franchise tax is the greater of $100 or 0.25% of Tennessee net worth, Wyoming's report is the greater of $60 or $.0002 per dollar of in-state assets, Kentucky's entity tax is $175 up to $3 million of gross receipts and graduated above it, and New York's annual filing fee is graduated on New York source gross income. A total that contains one of those is shown as "from" for the same reason. Costs include every mandatory state charge: the filing fee, the report fee (annualised where a state files biennially), any state entity-level tax shown in its own row above, a one-time publication cost where the state publishes a rate for it, and any one-time registration charge a state requires before the LLC may trade. Two exclusions follow from that wording. Arizona and Nebraska require publication and publish no rate, so no newspaper cost is carried for either and their totals are not the whole cost. Alaska's $50 annual state business licence is a separate charge from the Secretary of State fees and is not carried here either. Annualising makes the 1, 3 and 5 year rows a cost of ownership rather than a payment schedule: a biennial state charges its whole report fee in the years it falls due and nothing in between. Entity-level taxes that only apply after a corporate election, or above an owner or income threshold, are excluded and flagged on the state's own cost page. New York's publication cost is carried at a $250 floor, roughly $200 of newspaper cost in a low-cost county plus the $50 Certificate of Publication fee. No county-clerk-designated New York City newspaper publishes a rate card, so the four-figure NYC estimates in wide circulation cannot be traced to a primary source and are not asserted here; budget for materially more than the floor if you file in a NYC county. Every fee was verified against the state's own fee schedule, statute, or revenue authority on 29 July 2026. Excludes registered agent and legal fees. For informational purposes only, not legal or tax advice.
Filing Fees & Formation Costs
New Jersey charges $100 to form an LLC, while Massachusetts charges $520. New Jersey is $420 cheaper upfront. The cost that usually gets overlooked: if you form in Massachusetts but operate in New Jersey, you must also register as a foreign LLC in New Jersey (a $100 filing) and maintain a registered agent in Massachusetts (typically around $150 per year). That puts the realistic first-year cost of the Massachusetts route at roughly $770, versus $100 for simply forming in New Jersey. Speed isn't a basis for choosing between them: neither New Jersey nor Massachusetts publishes a standard processing time, so any figure comparing the two is guesswork.
Taxes: New Jersey vs Massachusetts
Both New Jersey and Massachusetts levy a personal income tax on pass-through business income, and your LLC's profits will be taxed where you live and operate. Forming in Massachusetts doesn't change what a New Jersey-based owner pays. New Jersey levies a graduated Gross Income Tax on individuals, with a top rate of 10.75% (rate in effect since 2018 per NJ Division of Taxation); LLC pass-through income is taxed to members. Massachusetts taxes wage and pass-through income at 5.0%, plus a 4% surtax on taxable income above the inflation-adjusted threshold ($1,107,750 for tax year 2026). LLCs classified as partnerships with more than two owners and NJ-source income owe an annual partnership filing fee of $150 per owner (capped at $250,000); LLCs electing corporate taxation are subject to the Corporation Business Tax instead. Otherwise no franchise tax beyond the $75 annual report. No separate franchise or excise tax on LLCs taxed as partnerships/disregarded entities, but the mandatory $500 annual report fee is among the highest in the nation.
Privacy & Asset Protection
Neither New Jersey nor Massachusetts offers anonymous LLC formation: both states require owner or manager information on public filings. The certificate of organization and the annual report must both list the name and business address of each manager, if any, plus any person authorized to execute documents filed with the Corporations Division, so at least one manager or authorized person is always publicly disclosed. Business owners who prioritize privacy typically form a holding company in a state like Wyoming or New Mexico instead. Both states provide charging-order protection for LLC members, and for most small businesses the practical difference in asset protection between the two is minimal.
Annual Maintenance Costs
New Jersey LLCs file an annual report ($75, due in the anniversary month), and Massachusetts LLCs file an annual report ($520, due in the anniversary month). If you form in Massachusetts while operating in New Jersey, you maintain filings in both states, Massachusetts's report plus New Jersey's equivalent for your foreign registration, and pay a Massachusetts registered agent roughly $150 per year. Counting report fees, the agent and any entity-level tax, that brings the Massachusetts route to roughly $745 a year, versus about $75 to keep a domestic New Jersey LLC in good standing. The taxes inside those totals: LLCs classified as partnerships with more than two owners and NJ-source income owe an annual partnership filing fee of $150 per owner (capped at $250,000); LLCs electing corporate taxation are subject to the Corporation Business Tax instead. Otherwise no franchise tax beyond the $75 annual report. No separate franchise or excise tax on LLCs taxed as partnerships/disregarded entities, but the mandatory $500 annual report fee is among the highest in the nation.
When Massachusetts Actually Makes Sense
Forming in Massachusetts makes sense in a few specific situations: your business genuinely operates in Massachusetts, with a real office, employees, or property there, or you're relocating to Massachusetts in the near future. For a typical small business based in New Jersey, none of these usually apply. Registering a Massachusetts LLC to do business back home means $100 in New Jersey foreign-registration fees, on top of Massachusetts's $520 formation fee, while New Jersey's own annual report runs $75 a year and is due in the anniversary month. When in doubt, form where you actually do business.
Frequently Asked Questions
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Sources
Each entry below is a document recorded in our verified sources, and each entry says what the document is. Some statutory text is read from an accurate mirror rather than from the state's own host, and those say so.
- nj.gov/treasury/revenue/New Jersey Division of Revenue and Enterprise Services: business entity filings
- nj.gov/treasury/revenue/fees.shtmlNew Jersey LLC filing fees
- sec.state.ma.us/divisions/corporations/filing-by-subject/limited-liability/corporations-limited-liability-company.htmMassachusetts Secretary of the Commonwealth, Corporations Division: business entity filings
- sec.state.ma.us/divisions/corporations/download/Fee_Schedule.pdfMassachusetts LLC filing fees
Edmond Hui · Founder, MyStateLLC
Edmond Hui is a software engineer and serial entrepreneur based in New York who has founded multiple online businesses across e-commerce, media, and information publishing. Before transitioning into tech, he spent years as a commercial real estate professional closing deals totaling over 100,000 square feet, giving him firsthand experience with business formation and entity structuring. He built MyStateLLC to provide the free, state-specific LLC guidance he wished existed when forming his own companies.