CobaltProsper

How to start an LLC in Delaware

By Brent Chudoba, editor Updated

Forming an LLC in Delaware costs $110 to file the Certificate of Formation with the Delaware Secretary of State. There is no annual report fee. Delaware also charges a franchise or business tax (details below). $50 additional fee for a certified copy of formation documents is optional; the $400/year annual tax (raised from $300 by 2026's HB 400) is mandatory and separate from any annual report, since Delaware LLCs file none.

How much does it cost to start an LLC in Delaware?

Delaware LLC costs (reviewed August 29, 2026)
ItemCost
Filing fee (Certificate of Formation)$110
Annual reportNone
Franchise or business taxYes, see below
Registered agentRequired

Source: Delaware Secretary of State, fee schedule reviewed August 29, 2026.

What are the steps to form an LLC in Delaware?

  1. Name your LLC. Pick a name that is available and meets Delaware naming rules, then check it against the Secretary of State's business database.
  2. Appoint a registered agent. Delaware requires a registered agent with a physical in-state address to receive legal mail. You can be your own agent, or hire a service.
  3. File the Certificate of Formation. Submit it to the Delaware Secretary of State and pay the $110 fee. This is the step that legally creates the LLC.
  4. Get an EIN from the IRS. It is free and takes minutes. Do not pay a service for it. See how to get an EIN free from the IRS.
  5. Open a business bank account. Keep business money separate from personal money so your liability protection holds up.

Does Delaware have a franchise tax on an LLC?

$400 flat annual tax due June 1 each year, regardless of revenue or entity size (increased from $300 to $400 effective the 2026 tax year under House Bill 400, signed May 21, 2026). Delaware LLCs are not required to file an annual report - paying this annual tax is the sole ongoing state filing obligation. Late payment penalty: $200 plus 1.5% interest per month on tax and penalty.

How is an LLC taxed in Delaware?

By default, an LLC is a pass-through entity: it pays no income tax itself, and the profits flow to the owners' personal returns. Delaware has a state individual income tax with a top rate of 6.6% (graduated brackets), so those profits are taxed on your Delaware return on top of federal tax. Graduated rates: 0% up to $2,000; 2.2% on $2,000-$5,000; 3.9% on $5,000-$10,000; 4.8% on $10,000-$20,000; 5.2% on $20,000-$25,000; 5.55% on $25,000-$60,000; 6.6% on income over $60,000 (top bracket, unchanged since 2014; no 6.75%/6.95% brackets exist in current law)

An LLC can also elect to be taxed as an S-corp, which changes how owners pay self-employment tax. See LLC vs S-corp vs sole proprietorship and how self-employment tax works.

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