LLC Registration in Delaware: Requirements, Cost & Process

If you are looking into LLC registration in Delaware, the process is relatively straightforward. You need to choose an available LLC name, appoint a Delaware registered agent, prepare a Certificate of Formation, and file it with the Delaware Division of Corporations.

But forming the LLC is only the first step. You also need to understand the Delaware annual tax, EIN requirements, banking, and ongoing compliance.

Delaware LLC Registration at a Glance

Here are the key points to know before registering:

• Formation document: Certificate of Formation
• State filing fee: $110
• Registered agent: Required
• Annual report: Not required for Delaware LLCs
• Annual LLC tax: $400 for the 2026 tax year
• Annual tax deadline: June 1
• EIN: Issued by the IRS and generally obtained after formation

1. Choose Your Delaware LLC Name

The first step is choosing a name for your LLC.

The name must comply with Delaware's LLC naming requirements and should be distinguishable from existing entities in the state's records.

You can search Delaware's business records before filing to check whether a similar name already exists.

A state name search does not, however, replace a federal trademark search. If you plan to build a significant brand, checking trademark availability is also important.

2. Appoint a Delaware Registered Agent

Every Delaware LLC must maintain a registered office and registered agent in Delaware.

The registered agent receives official legal documents and service of process for the company.

If you are a non-U.S. resident or your business is not physically located in Delaware, you will generally need a professional Delaware registered agent.

The registered agent's Delaware office is not automatically the same thing as your company's principal business address or mailing address.

3. Prepare the Certificate of Formation

The main document used for LLC registration in Delaware is the Certificate of Formation.

Delaware's LLC law requires the certificate to include the LLC's name and the registered office and registered agent information.

The Delaware formation document is relatively simple compared with the formation documents required in some other states.

Your Operating Agreement is a separate document. It establishes the internal rules of the LLC and is not the same as the Certificate of Formation.

4. File the Delaware LLC

The Certificate of Formation is filed with the Delaware Division of Corporations.

The current state filing fee for a standard Delaware LLC is $110.

Once the Division of Corporations accepts the filing, the LLC is officially formed.

Delaware also offers expedited processing for an additional fee if you need the filing processed faster.

5. Get an EIN From the IRS

After your Delaware LLC has been formed, you may need an Employer Identification Number (EIN) from the IRS.

An EIN is commonly used for:

• Federal tax filings
• Business banking
• Hiring employees
• Certain state registrations
• Business tax administration

The IRS generally requires a legal entity to be formed with the state before applying for its EIN.

Non-U.S. founders may also be able to obtain an EIN even when they do not have an SSN.

Read our guide on getting an EIN without an SSN.

6. Understand the Delaware LLC Annual Tax

One important point that new Delaware LLC owners often miss is the annual tax.

Delaware LLCs do not file an annual report with the Division of Corporations.

Instead, they pay an annual LLC tax.

For the 2026 tax year, the annual LLC tax is $400, and it is due on or before June 1.

This tax applies to Delaware domestic and foreign LLCs registered in Delaware.

Missing the payment deadline can result in a $200 penalty plus interest.

7. Does a Delaware LLC Need an Annual Report?

No.

This is one of the important differences between Delaware LLCs and Delaware corporations.

A Delaware LLC does not file the annual report that Delaware corporations are required to file.

However, the LLC must still maintain its registered agent and pay the required annual tax by the deadline.

So, no annual report does not mean no annual compliance.

8. Do You Need a Delaware Business License?

Forming a Delaware LLC and obtaining a Delaware business license are separate matters.

Depending on your business activity, you may need a Delaware business license or other state or local registrations.

Your requirements can depend on:

• Business activity
• Location
• Employees
• Sales activity
• Industry
• Local requirements

If your business operates outside Delaware, you should also check whether the state where you actually conduct business requires additional registration.

Delaware LLC Registration for Non-U.S. Residents

Delaware is commonly considered by international founders because the state allows companies to be formed without requiring the owner to live in Delaware.

A non-U.S. founder generally needs to arrange the required Delaware registered agent and provide the information necessary to complete the formation.

However, forming the LLC is only one part of operating a U.S. business.

International founders may also need to consider:

• EIN
• U.S. business banking
• Federal tax filings
• State tax requirements
• Payment processors
• Business licenses
• Ongoing compliance

If you are an Indian founder, you can also read our U.S. LLC tax guide for Indian founders.

Delaware LLC Registration: Basic Cost

The basic state costs should be separated from optional services.

The $110 formation fee is the Delaware state filing fee. A registered agent's service fee is separate.

The annual $400 LLC tax is also separate from the initial formation fee.

What Happens After Delaware LLC Registration?

After your LLC has been approved, your next steps may include:

1. Obtain the EIN.
2. Prepare the Operating Agreement.
3. Open a business bank account.
4. Check applicable licenses and tax registrations.
5. Maintain your Delaware registered agent.
6. Track the June 1 annual tax deadline.
7. Maintain appropriate company and financial records.

If you are a foreign-owned U.S. LLC, additional federal tax and information-reporting requirements may apply depending on your structure and transactions.

See our guide on Form 5472 and Form 1120 for foreign-owned LLCs.

Common Delaware LLC Registration Mistakes

Before submitting your Delaware LLC filing, watch for these common mistakes:

• Choosing a name without checking Delaware records
• Using incorrect registered agent information
• Confusing the registered agent address with the business address
• Applying for an EIN before forming the LLC
• Forgetting the annual LLC tax deadline
• Assuming that no annual report means no annual compliance
• Ignoring licenses or registrations required for the actual business activity
• Assuming Delaware registration automatically covers operations in other states

Delaware LLC Registration Checklist

Before considering your Delaware LLC setup complete, check the following:

• Choose an available LLC name
• Select a Delaware registered agent
• Prepare the Certificate of Formation
• File with the Delaware Division of Corporations
• Receive the approved formation document
• Apply for an EIN
• Prepare an Operating Agreement
• Check business license requirements
• Open a business bank account
• Record the June 1 annual tax deadline
• Review federal and state tax obligations

Final Takeaway

LLC registration in Delaware is relatively simple, but forming the company is only the beginning.

You need a Delaware registered agent, a filed Certificate of Formation, an EIN when applicable, and a plan for ongoing compliance.

The most important recurring requirement for a Delaware LLC is the annual tax. For the 2026 tax year, the amount is $400 and the deadline is June 1.

If you are a non-U.S. founder, you should also consider banking, federal tax filings, and other U.S. business requirements before starting operations.