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What Does an LLC Cost in Delaware?

Delaware: $110 to form, then $400 a year in a flat annual tax, with no annual report. That is the whole recurring bill, and it is owed whether or not the LLC earns anything or does any business in Delaware. The honest question is not the price. It is whether a Delaware filing buys a business that operates elsewhere anything worth $400 a year.

By the LLCForming research teamFees checked Nov 8, 2026

Year one: what you pay to exist

Year-one cost in Delaware	Amount
Certificate of Formation, Division of Corporations	$110
EIN from the IRS	$0
Limited liability company agreement (you write it, not filed)	$0
Registered agent (a Delaware individual or business serves)	$0 state fee
Total state cost, year one	$110 at filing

That $110 is the complete required state charge at filing, and it is the total on the Division fee schedule revised August 1, 2026, not the $300 figure older pages print, which was the old annual tax, not the formation fee. One year one warning belongs in the budget even though it is not due at filing: the $400 annual tax is assessed for the formation year itself, with no proration, and it comes due June 1 after the close of that year. Budget year one as $110 now plus $400 on the first June 1. The optionals are priced plainly. A name reservation is $75 for 120 days. Expedited handling adds $50 to $1,000 by speed. Hiring a commercial registered agent is a market purchase, separate from state charges, and for a founder with no Delaware street address of their own it is effectively required, because the agent and office must both be in Delaware; the state sets the duty and no price for the service.

Every year after: the cost of staying alive

Recurring cost in Delaware	Amount
Annual tax under section 18-1107, due June 1	$400
Annual report	$0. Delaware does not have one for LLCs
Delaware income tax, partnership classified LLC with no Delaware source income	$0, and no Delaware partnership return is required
Delaware income tax on Delaware source income	Owed by the members on their shares; owner level, not a flat LLC charge
Typical recurring total	$400/yr

The $400 is cheap to pay and expensive to ignore. Missing the June 1 date adds a $200 penalty plus interest at 1.5 percent per month on the tax and penalty, and the LLC ceases to be in good standing under section 18-1107(h). While it is delinquent, the Secretary of State will not accept its filings or issue it a certificate of good standing, and it may not maintain an action in any Delaware court, under sections 18-1107(k) and (l). Restoring good standing takes payment of the tax and all penalties and interest for each year missed, under section 18-1107(i). Leave the tax unpaid for 3 years and section 18-1108(a) cancels the certificate of formation outright. Delaware does not proclaim LLCs void; that is a corporate mechanism, and pages using that word for LLCs are mixing entity types. There is no conflict left to settle before you pay: the tax was $300 until House Bill 400 (2026) raised it to $400, and the Code Online text of section 18-1107(b) now reads $400, matching the Division of Corporations tax pages. Pages quoting $300 are using the old rate.

What drives the Delaware total, year one vs. later

Delaware's shape is simple: a modest $110 formation fee, then a $400 flat tax every year, forever, with no annual report attached. The tax does not scale with revenue, profit, or activity. A dormant LLC owes the same $400 as a thriving one, an LLC formed in December owes the full amount for that year because there is no proration, and a foreign LLC registered in Delaware owes the same $400 as a domestic one. That makes Delaware one of the most expensive states in this guide to keep, year after year, and the comparison that matters is against the founder's home state, not against Delaware's own marketing. A business that operates in, say, Indiana or Illinois and forms in Delaware pays Delaware's $400 plus its home state's registration and recurring charges, because Delaware formation replaces none of them. The Delaware advantages that are real for LLCs are legal, not fiscal: maximum freedom of contract under section 18-1101(b), and an agreement that can reshape duties and liabilities within the limits in the cost notes below. The famous advantage, the Court of Chancery, is a corporation story. Chapter 18 sends only specified LLC matters there, including derivative actions under section 18-1001 and petitions under sections 18-205, 18-908, and 18-1107(j), and no Division or Code source opened for this page promises a small LLC any outcome advantage from it.

The Delaware fees around the $110 formation

Every figure below is a total from the Division of Corporations Fee Schedule revised August 1, 2026, which is what a filer actually pays. Where the Delaware Code text still prints older component figures, the schedule total controls.

Delaware filing	Fee
Name reservation (120 days; renewal, transfer, or cancellation is also $75)	$75
Change of registered agent or office only	$50
General certificate of amendment	$220
Expedited formation: same day / 24 hour	+$100 / +$50
Expedited formation: Priority 1 (1 hour) / Priority 2 (2 hour)	+$1,000 / +$500
Foreign LLC registration	$200
Cancellation of foreign registration (plus annual taxes to cancel)	$200
Certificate of Cancellation, domestic (plus annual taxes to cancel, plus $50 per registered series named)	$220
Revival of a canceled domestic LLC (plus all back taxes, penalties, and interest)	$220
DBA or trade name registration, statewide with the Division of Revenue	$25
Certified copy of a document	$50
Certificate of good standing or status: short form / long form	$50 / $175

Delaware taxes, stated precisely

The $400 annual tax is the only flat, recurring entity level state charge on a Delaware LLC as such. Beyond it, classification does the work. Under section 18-1107(a), a Delaware LLC is classified as a partnership for Delaware tax purposes unless it is classified otherwise for federal income tax purposes, in which case Delaware follows the federal classification. The Division of Revenue's partnership return instructions state the consequence: a partnership, as such, is not subject to tax, its partners are liable for Delaware personal income tax on their shares, and if the partnership has no Delaware sourced income or loss, no return is required to be filed. So the publishable version of the no income tax claim is narrow: a partnership classified LLC with no Delaware source income owes no Delaware income tax and files no Delaware partnership return, and its only recurring Delaware charge is the $400 tax. The claim fails in three situations. The LLC has Delaware source income, and its members owe Delaware personal income tax on their shares. The LLC elects corporate classification federally, and Delaware follows it, with the 8.7 percent corporate income tax reaching corporations doing business in Delaware. Or the LLC actually operates in Delaware, which triggers the Division of Revenue business license and gross receipts regime for that activity, at occupation based and receipts based charges with no single flat figure.

Run your own version, with an optional registered agent added, in the LLC cost calculator. Every state's year-one and recurring totals sit in one table on the national cost hub, and if a service would act as your agent, the registered agent price tracker follows what that costs at each tracked provider. If you would rather a service handled the filing, the services comparison prices that honestly, renewals included.