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Massachusetts Agencies

Annual Reports


Corporations are required to file annual reports[1] and if they fail to do so they can be fined.[2] However, it is clear from the provisions of G.L.c. 156B, §113 that the failure of the corporation to make such filings will not ipso facto prevent it from carrying on its business.[3]

1 G.L.c. 156B, §109.

2 G.L.c. 156B, §112.

3 The statute provides that "the court may issue an injunction restraining the further persecution of the business of the corporation until such penalties or forfeitures, with interest and costs, have been paid and until such certificate or report has been filed," which would indicate that until such an injunction is issued the corporation can continue its business. In other words, the statute does not result in the corporation's inability to further perform its functions; it is the court, in enforcing the statute, that takes on that role, pursuant to the provisions of the law.