Delaware Annual Report and Franchise Tax

Delaware's annual compliance obligations differ by entity type. Corporations file an Annual Report and pay franchise tax. LLCs pay a flat annual tax. Understanding the deadlines and calculations prevents costly penalties.

Delaware Corporations: Annual Report + Franchise Tax

Deadline: March 1 of each year

Annual Report Delaware corporations must file an Annual Report with the Division of Corporations. The report confirms or updates:

• Names and addresses of all directors
• Names and addresses of all officers
• The corporation's principal place of business

The Annual Report is filed in conjunction with the franchise tax payment — both are due March 1.

Franchise Tax Calculation Delaware offers two methods for calculating corporate franchise tax. You may use whichever produces the lower amount:

Authorized Shares Method: Based on the number of authorized shares in your Certificate of Incorporation:

• 5,000 shares or fewer: $400
• 5,001 to 10,000 shares: $500 minimum
• Additional shares above 10,000: Assessed per bracket
• Maximum: $200,000

Assumed Par Value Capital Method: Based on your corporation's total gross assets and shares issued. This method often produces a significantly lower tax for companies with high authorized share counts but relatively modest asset levels.

The Division of Corporations calculates your tax using the Authorized Shares Method by default. If the Assumed Par Value Capital Method produces a lower amount, you must calculate it yourself and report accordingly.

Late Penalty: $200 plus 1.5% monthly interest on the unpaid tax amount.

Delaware LLCs: Annual Tax

Deadline: June 1 of each year

Amount: $300 flat — no calculation required

Delaware LLCs do not file an annual report. The only annual obligation to the Division of Corporations is the $300 tax payment.

Late Penalty: $200 plus 1.5% monthly interest.

How to File and Pay

Online: Through the Division of Corporations website at corp.delaware.gov By mail: Send payment and forms to the Division of Corporations at the address on their website

Online filing is recommended for faster processing and immediate confirmation.

What Happens If You Miss the Deadline

For Corporations: If the Annual Report and franchise tax are not filed by March 1, penalties begin accruing immediately. Extended delinquency can result in the corporation being voided by the Division of Corporations.

For LLCs: If the $300 tax is not paid by June 1, the penalty and interest begin immediately. Extended delinquency may result in forfeiture of the LLC's good standing and eventually cancellation.

Voided/Forfeited Entities: A voided corporation or forfeited LLC cannot conduct business, file lawsuits, or defend itself in court. Reinstatement requires paying all back taxes, penalties, interest, and reinstatement fees.

How We Help

As your registered agent, we track your franchise tax and annual report deadlines and send reminders before they come due. This is included in your $99/year service.

We do not file or pay on your behalf — those filings require your financial information and signature — but we ensure you know exactly when and what to file.

Get Started — $99/year