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1Delaware LLC Formation
To form an LLC in Delaware, you'll need to file Articles of Organization with the Delaware Secretary of State.
Formation Details
- Filing Fee: $90
- Processing Time: ~1 week standard; same-day ($100 extra) and next-day ($50 extra) expedited available
- Official Website: https://corp.delaware.gov
2Annual Report Requirements
Delaware requires LLCs to file a annual report to maintain good standing with the state.
Annual Report Details
- Filing Fee: $300
- Due Date: June 1 each year
- Frequency: Annually
3Registered Agent Requirements
Delaware requires all LLCs to maintain a registered agent.
Can You Be Your Own Registered Agent?
Yes, you can serve as your own registered agent in Delaware.
Requirements: Must have a physical Delaware street address (no PO boxes); must be available during normal business hours to accept service of process; can be an individual DE resident or a business entity authorized to do business in DE.
4Foreign LLC Registration
If your LLC was formed in another state but you want to do business in Delaware, you'll need to register as a foreign LLC.
Foreign LLC Registration
- Registration Fee: $200
- Requirements: File Certificate of Registration with DE Division of Corporations; must appoint a Delaware registered agent; provide a certificate of existence (good standing) from home state dated within 6 months.
5Delaware LLC Taxes
Delaware has a state income tax but LLCs are pass-through entities — no separate LLC-level income tax; members report income on personal returns. No state income tax on LLC income earned outside Delaware for non-residents.
Franchise Tax
$300/year flat rate for LLCs
6Penalties for Non-Compliance
Late Filing Penalties
$200 flat penalty + 1.5% monthly interest on unpaid franchise tax after June 1st deadline
Administrative Dissolution Risk
Failure to pay franchise tax; the state may void/cancel the LLC charter for non-payment.
Key Considerations for Delaware LLCs
- Delaware's Court of Chancery is the gold standard for business dispute resolution — preferred by investors and VCs
- No state income tax on LLC income earned outside Delaware for non-residents
- The $300 annual franchise tax is a flat fee for LLCs — no complex calculation like corporations face
- Delaware allows complete member/manager privacy — names not required on public Certificate of Formation
- Delaware LLCs enjoy maximum statutory flexibility — highly customizable operating agreement terms
Important Disclaimer
This article is for informational purposes only and does not constitute legal advice. LLC requirements, fees, and deadlines change frequently. Always verify current requirements with your state's Secretary of State office before making business decisions.
Related Delaware LLC Articles
Official Resources
For the most up-to-date information, always check the official Delaware Secretary of State website:
https://corp.delaware.gov