Delaware Annual Filing Requirements
Here's a quick 5 minute video about the Delaware Annual Report.
Mandatory Delaware Compliance Requirements for existing companies
Delaware LLC & Series LLC
- Delaware does NOT require an annual report.
- All Domestic and Foreign Limited Liability Companies, Limited Partnerships, and General Partnerships formed or registered in Delaware are required to pay an annual tax of $300.
- The annual taxes for the prior year are due on or before June 1st. Failure to pay the required annual taxes will result in a penalty of $200.00 plus 1.5% interest per month on tax and penalty. There is no proration on alternative entity taxes. Annual taxes are assessed if the entity is active in the records of the Division of Corporations anytime during January 1st through December 31st of the current tax year.
Corporate Annual Report
- All active Domestic Corporation Annual Reports and Franchise Taxes for the prior year are due annually on or before March 1st and are required to be filed online.
- Failure to file the report and pay the required franchise taxes will result in a penalty of $125.00 plus 1.5% interest per month on tax and penalty.
Franchise Tax Rates:
- If using the authorized shares method, the minimum tax is currently $175.00 for 1500 shares of NO par value stock. The Minimum Tax using the Assumed Par Value Capital Method is $350.00 with a maximum tax of $200,000.00 for both methods unless it has been identified as a Large Corporate Filer, then their tax will be $250,000.00.
- Taxes are assessed if the corporation is active in the records of the Division of Corporations anytime during January 1st through December 31st of the current tax year.
Annual Report Filing Fees:
Fees are the same for filing an initial annual report OR filing an amended annual report.
- Domestic Corporations - $50
- Non-Profit Corporations (aka Exempt) $25
- The Delaware Code allows a qualified domestic corporation to file as an exempt corporation. The definition of an exempt corporation is as follows:
In order to file as an exempt corporation you must meet the requirements of 391 (j) as follows: “…the term “exempt corporation” shall be defined as any corporation organized under this chapter that is not authorized to issue capital and that:
is exempt from taxation under § 501(c) of the United States Internal Revenue Code or any similar provisions of the Internal Revenue Code, or any successor provisions;
qualifies as a civic organization under § 8110(c)(1) of Title 9 or § 6840(4) of Title 16;
3) qualifies as a charitable/fraternal organization under § 2593(1) of Title 6;
4)is listed in § 8106(a) of Title 9;
5) is organized primarily or exclusively for religious or charitable purposes; or
6)(i) is organized not for profit and (ii) no part of its net earnings inures to the benefit of any member or individual.
Most corporations will pay a total of $225 per year. This breaks down as follows: a franchise tax fee of $175 and an annual report fee of $50. These fees are due at the same time.
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