taxhavenlist

Forming an LLC in

Delaware DE

Checked November 4, 2026 · How we score

Forming an LLC in Delaware costs $110 to file and $400 a year in annual tax; member names are not public, and Delaware is the standard state for venture-backed C-corps.

Filing fee

$110

Articles of Organization

Annual fee

$400

per year, normalised

State income tax

6.6%

top rate

Cost rank

#47

of 51, first-year fees

Delaware LLC costs

Delaware LLC fees
Filing fee$110
Annual report / franchise fee$400 Annual LLC tax: $400 from tax year 2026 (was $300), due June 1; no annual report. Late payment adds a $200 penalty plus 1.5% monthly interest.
First-year state fees$510
Registered agentRequired (about $50–$300/year if you don't use your own address in the state)
Newspaper publicationNo
Anonymous ownershipYes
Processing time1 day

Delaware taxes for LLCs

Personal income tax (top)6.6% Graduated up to 6.6%. Only applies to Delaware residents and Delaware-source income; an LLC with no Delaware operations pays no state income tax.
Corporate income tax8.7% 8.7% on Delaware-sourced income for C-corps; corporations with no Delaware operations (e.g. holding companies) are exempt from the income tax.
State sales tax0%
Franchise / gross receiptsNo sales tax. C-corporations pay franchise tax (minimum $175 under authorized shares, $400 under assumed par value capital); LLCs pay the flat annual tax instead.

A single-member LLC is a disregarded entity: profit flows to the owner's personal return. Federal income tax applies in every state. Non-US owners without US-source business income generally owe no US income tax but must file Form 5472 with a pro-forma 1120 each year.

Pros and cons

Why form in Delaware

  • Standard for venture-backed startups
  • Member names are not on the public record
  • Chancery Court and the most developed business law

Watch out for

  • $400 annual LLC tax is high for a no-activity company
  • Must still register as a foreign LLC (and pay) where you actually operate

Best for: Startups raising venture capital (Delaware C-corp) · Founders who want privacy and strong case law · Holding companies and joint ventures

Delaware LLC: common questions

How much does an LLC cost in Delaware?

Filing the Certificate of Formation in Delaware costs $110. After that, every LLC pays a flat annual LLC tax of $400 (raised from $300 for tax year 2026), due June 1. You also need a Delaware registered agent, typically $50–$300 a year.

Do I need a registered agent in Delaware?

Yes. Delaware requires every LLC to keep a registered agent with a physical street address in the state to accept legal and tax notices. You can act as your own agent if you live there, but non-residents and owners who want privacy usually pay a commercial agent, typically $50–$300 a year.

Can a non-US resident form an LLC in Delaware?

Yes. Delaware does not require US citizenship, residency or an SSN to own an LLC; you need a Delaware registered agent address and then an EIN from the IRS (by fax or mail with Form SS-4 if you have no SSN). A foreign-owned single-member LLC must also file Form 5472 with the IRS every year, even with no US income. Delaware does not list members or managers in its public formation documents. US-formed LLCs are exempt from FinCEN beneficial ownership (BOI) reporting after the March 2025 interim rule; only entities formed under foreign law and registered in the US must still report.

Does Delaware have a state income tax?

Yes. Graduated up to 6.6%. Only applies to Delaware residents and Delaware-source income; an LLC with no Delaware operations pays no state income tax. LLC profits normally pass through to the owners' personal returns. Corporate income tax: 8.7% on Delaware-sourced income for C-corps; corporations with no Delaware operations (e.g. holding companies) are exempt from the income tax.

Why do startups choose Delaware?

Venture capital investors and their lawyers generally require a Delaware C-corporation because of its predictable case law, the Court of Chancery, and standard documents. If you are not raising institutional money, a Wyoming or home-state LLC is usually cheaper.

Sources

Delaware Secretary of State business filings

Compare Delaware

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Not tax or legal advice. Rates and rules change; we check official sources and update every page, but verify with a licensed adviser in the country before acting. Spotted something out of date? Use the correction form below.