Form an LLC in Delaware
We file your Articles of Organization, register an agent, and deliver your formation documents. Total cost from $235 on Standard.
State filing fee
$110
Typical processing
14 days
Annual report
$300 / yr
Delaware is the default answer for VC-backed startups and asset-protection LLCs, and the reasons mostly hold up: the Court of Chancery has the deepest body of business case law in the US, Delaware doesn't tax LLC income earned outside the state, and series LLCs are recognized.
What Delaware does not give you cheaply is recurring cost. The $110 filing fee is reasonable, but the $300 annual franchise tax (due June 1, technically called the 'annual tax' since LLCs file no separate report) makes it the most expensive of the popular non-resident states to maintain. Compared to Wyoming at $60/year, that's $240/year of premium for the Delaware brand.
Form in Delaware when investors expect it (VC funds typically require Delaware C-Corps and accept Delaware LLCs as parent entities), when you genuinely need series LLC structure, or when you anticipate complex equity that the Court of Chancery handles well. Skip it for a simple solo-founder LLC.
Best for: VC-backed startups, parent holding companies, series LLCs, and complex equity structures.
Cost & compliance breakdown
| State filing fee | $110 |
|---|---|
| Typical processing | 14 days |
| Annual report fee | $300 |
| Annual report due | June 1 every year |
| Premium expedited fee | $160 (2-day filing) |
- Delaware LLCs file no annual report - the $300 'annual tax' replaces it entirely.
- Premium plans use the $160 expedited fee for two-business-day filing.
- Delaware does not tax LLC income earned outside Delaware, but the LLC still files Form 1065 federally and members report distributive shares in their home states.
Delaware note: Annual franchise tax $300 in lieu of report
Watch outs
- - The $300 annual tax is owed even by a single-member, zero-revenue LLC. Failure to pay for three years can result in involuntary dissolution.
- - If you do business in another state ('foreign qualify'), you'll typically owe that state's annual fees on top of Delaware's $300.
How we file your Delaware LLC
- 1
File the Certificate of Formation
Filed with the Delaware Division of Corporations. The filing fee is $110 and standard processing runs about two weeks; we use the $160 expedited tier on Premium for two-business-day filing.
- 2
EIN and operating agreement
We obtain your EIN from the IRS. The Delaware operating agreement includes the LLC Act provisions for series LLCs if you have requested that structure.
- 3
Set up annual franchise tax tracking
The $300 annual tax is due June 1 each year. We add it to your compliance calendar; late payment adds a $200 penalty and 1.5% per month interest.
What's included
Articles of Organization
Registered agent
EIN (Federal Tax ID)
Operating Agreement
Frequently asked questions
Why do startups form in Delaware?
Two reasons: (1) the Court of Chancery is the most experienced US business court and has the deepest case law on corporate disputes, and (2) most US VCs have internal rules requiring portfolio companies to be Delaware entities.
Does Delaware require an annual report for LLCs?
No. Delaware LLCs do not file an annual report. Instead, they owe a flat $300 annual franchise tax due June 1, regardless of revenue or activity.
Can a non-US resident form a Delaware LLC?
Yes. Delaware has no residency or citizenship requirements for members or managers. International founders are the second-largest cohort of Delaware LLC filers after US-based startups.
What is a series LLC?
A series LLC is a single Delaware LLC under which separate 'series' can hold independent assets and liabilities, with each series shielded from the others' debts. Delaware was the first state to authorize them and the structure is heavily used in real-estate and fund contexts.
Does Delaware tax LLC income?
Only income earned in Delaware. Out-of-state income flows through to members untaxed at the Delaware level, which is part of why holding LLCs often form here.
Compare with other states
The states founders most commonly weigh against Delaware.
Ready to form your Delaware LLC?
Total from $235 on Standard. Most founders finish the application in about 15 minutes.