To start an LLC in Delaware, file the Certificate of Formation with the Delaware Department of State, Division of Corporations. The state filing fee is currently $110. Delaware raised many filing and expedite fees on August 1, 2026 (House Bill 400). Confirm the current amount with the Division of Corporations before filing.
What's Different About Delaware
- No annual report for LLCs. Instead, a flat annual tax is due every June 1.
- The annual tax rose from $300 to $400 starting with the 2026 tax year, first payable June 1, 2027.
- If you operate in your home state, you'll usually also have to register there as a foreign LLC.
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Decide Whether Delaware Is Right for You
Delaware makes the most sense if you plan to raise outside investment or have a complex ownership structure. If you'll operate mostly in one other state, forming there is usually simpler and cheaper.
Choose and Check Your Business Name
The name must include "Limited Liability Company," "LLC," or "L.L.C." Search the Division of Corporations entity database before filing.
Choose a Delaware Registered Agent
Delaware requires a registered agent with a physical Delaware address. If you don't have an office in Delaware, you'll need to hire a registered agent service.
File the Certificate of Formation
File with the Delaware Division of Corporations. The fee has been $110. Standard processing can take several weeks, and paid expedited options are available.
Prefer Help Filing Your LLC?
If you'd rather have a service help prepare and file your LLC formation documents, you can review the LLC formation services from LegalZoom or Bizee. A formation service is optional — you can always file directly with the state yourself.
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Create an Operating Agreement
Delaware doesn't require you to file one, but its LLC law gives the operating agreement great weight. It's worth having one drafted carefully.
Get an EIN
Apply for a free EIN directly from the IRS.
Register in the State Where You Operate
If your business operates in another state, you'll likely need to register there as a foreign LLC and pay that state's fees too. A Delaware business license is only needed if you actually do business in Delaware.
Pay the Annual LLC Tax Every June 1
Delaware LLCs pay a flat annual tax by June 1 for the prior year. It's $400 for the 2026 tax year (due June 1, 2027). Late payment brings a $200 penalty plus 1.5% interest per month, and the tax isn't prorated for partial years.
How Much Does It Cost to Start an LLC in Delaware?
| Fee | Amount | When |
|---|---|---|
| Certificate of Formation | $110 | One time (verify — fees changed Aug. 1, 2026) |
| Annual LLC tax (2026 tax year onward) | $400 | Every June 1 |
| Late payment penalty | $200 + 1.5%/mo | If paid after June 1 |
| Registered agent service | Varies | Required if no DE office (commercial) |
| Foreign LLC registration in your home state | Varies by state | If operating elsewhere |
| EIN from the IRS | $0 | One time |
Delaware House Bill 400 (signed May 21, 2026) raised the LLC annual tax to $400 for tax year 2026 and raised many filing fees effective August 1, 2026. Confirm the current Certificate of Formation fee on the Division of Corporations fee schedule.
Fees and requirements can change. Verify current amounts with the appropriate government agency before filing. Optional services such as registered agents or formation companies are not included above.
Licenses and Permits by Business Type
What Delaware requires beyond forming the LLC, depending on what your business does.
Construction / Trades
Contractor registration · Bonding · Insurance · Professional licenses
Food Business
Food permits · Local health department requirements · Facility permits
Transportation
Vehicle requirements · Commercial insurance · State / federal transportation requirements
Ecommerce
Sales tax requirements · Ecommerce platform · Payment processor · Shipping · Returns policy · Privacy policy
Consulting / Freelance
Client contracts · Professional insurance · Invoicing
Ongoing Delaware Requirements
- Annual LLC tax by June 1: $400 for the 2026 tax year onward.
- Keep a Delaware registered agent at all times.
- Annual report and fees in any other state where the LLC is registered to do business.
Federal note: since March 2025, LLCs formed in the United States are not required to file beneficial ownership (BOI) reports with FinCEN.
Common Delaware LLC Mistakes
Forming in Delaware without planning for foreign registration fees in your home state.
Budgeting $300 per year. The annual tax is $400 starting with the 2026 tax year.
Missing June 1. Delaware charges the penalty and interest right away.
Frequently Asked Questions
How much does a Delaware LLC cost per year?
The annual LLC tax is $400 starting with the 2026 tax year (paid by June 1, 2027). Most owners also pay a registered agent service, and possibly foreign registration fees in their home state.
Does a Delaware LLC file an annual report?
No. Delaware LLCs don't file an annual report. They pay the flat annual tax by June 1 instead.
Should I form my LLC in Delaware if I live in another state?
Usually not, for a small local business. You'd typically pay Delaware fees plus your home state's foreign registration and annual fees. Delaware is most useful for businesses seeking outside investors.
Official Sources
Related LLC Guides
Delaware LLC Cost
Every required government fee, plus what's optional.
Read the GuideWhat Is a Registered Agent?
What a registered agent does and who can serve as one.
Read the GuideHow to Get an EIN
Apply directly with the IRS — the application is free.
Read the GuideOperating Agreement Guide
What your agreement should cover, based on your ownership.
Read the GuideDelaware Business License
Formation and licensing are separate — see what applies to you.
Read the GuideDelaware LLC Annual Report
What to file each year, the fee, and the deadline.
Read the GuideWhat to Do After Forming Your LLC
The practical steps that come next.
Read the GuideStarting in Another State?
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