Delaware LLC
Delaware LLC: fees, tax and annual filings for a non-resident owner, from official sources.
- Company type
- Limited liability company (LLC), formed by filing a Certificate of Formation with the Delaware Division of Corporations
- Registration fee
- USD 110 to file the Certificate of Formation (domestic LLC); certified copy USD 50 extra; optional name reservation USD 75 (120 days); expedited 1-hour service USD 1,000, 2-hour USD 500. Filing via the Division's online Document Filing Service or by mail.
- Region
- United States
A Delaware LLC is formed online for USD 110 and needs a registered agent in Delaware. It pays a flat USD 400 annual tax, and a foreign-owned single-member LLC must file Form 5472 with the IRS every year.
The figures below come from the registry, tax authority and statutes linked under Sources, as they stood on 30 September 2026. Fees and thresholds change, so check the linked official page before you file. This is general information, not tax or legal advice for your situation.
Questions
How much does it cost to register a company in Delaware?
USD 110 to file the Certificate of Formation (domestic LLC); certified copy USD 50 extra; optional name reservation USD 75 (120 days); expedited 1-hour service USD 1,000, 2-hour USD 500. Filing via the Division’s online Document Filing Service or by mail.
What is the corporate tax rate in Delaware?
A single-member LLC is disregarded for US federal tax by default (income flows to the owner); only if it elects corporate treatment (Form 8832) does it pay federal corporate tax, which the IRS states as a flat 21% of taxable income. Foreign-owned disregarded LLCs still file an information return (pro forma Form 1120 + Form 5472). Delaware LLCs pay a flat USD 400 annual state tax instead of a state income-based franchise tax.
Can a non-resident set up a company in Delaware?
Yes, no visit required: forms can be submitted through the Division’s online Document Filing and Certificate Request Service or by mail; a Delaware registered agent with a physical Delaware street address is mandatory.
Annual deadlines for this and other jurisdictions are in the company filing deadlines calendar.
- Corporate tax
- A single-member LLC is disregarded for US federal tax by default (income flows to the owner); only if it elects corporate treatment (Form 8832) does it pay federal corporate tax, which the IRS states as a flat 21% of taxable income. Foreign-owned disregarded LLCs still file an information return (pro forma Form 1120 + Form 5472). Delaware LLCs pay a flat USD 400 annual state tax instead of a state income-based franchise tax.
- Forming it from abroad
- Yes, no visit required: forms can be submitted through the Division's online Document Filing and Certificate Request Service or by mail; a Delaware registered agent with a physical Delaware street address is mandatory.
- Local requirements
- A registered agent in Delaware (individual resident or authorised business entity) with a physical street address in Delaware. No resident manager/member requirement is stated by the Division.
- VAT, GST or sales tax
- No VAT. Delaware levies no sales tax on consumers; instead it has a Gross Receipts Tax on sellers of goods/services doing business in Delaware (rates 0.0945%-1.9914%, with monthly exclusions generally from USD 100,000). Federal: no VAT.
- Annual filings
- State: USD 400 annual LLC tax for the prior year due on or before 1 June (no annual report for LLCs); late payment = USD 200 penalty plus 1.5% interest per month. Federal (foreign-owned single-member LLC): pro forma Form 1120 with Form 5472 by the 15th day of the 4th month after the tax year end (15 April for calendar year); USD 25,000 penalty for failure to file 5472.
- Beneficial owners
- FinCEN's rule exempts companies created in the United States, including Delaware LLCs, from beneficial ownership (BOI) reporting; foreign entities registered to do business in a US state still report. The FinCEN database is not public.
- Also know
- A foreign-owned US disregarded entity is treated as a corporation for Form 5472 purposes and files a pro forma Form 1120 with Form 5472 attached by the Form 1120 due date (generally the 15th day of the 4th month after year end, 15 April for a calendar year). Only the name, address and items B and E on page 1 of Form 1120 are required, and it cannot be e-filed. The penalty for failing to file Form 5472 is USD 25,000. The USD 400 annual LLC tax is not prorated and is owed for any year the LLC is active in the Division's records. Delaware warns of scam letters imitating annual-report notices.
- Company registry
- Delaware Department of State, Division of Corporations
- Registry website
- corp.delaware.gov
- Tax authority page
- irs.gov
- Last reviewed
- Sources
Source Link Delaware Division of Corporations - LLC/LP/GP Franchise Tax Instructions https://corp.delaware.gov/alt-entitytaxinstructions/ Delaware - Certificate of Formation of a Limited Liability Company (form) https://corpfiles.delaware.gov/LLC_Forms/LLC%20Formation.pdf Delaware - Fee schedule (August 2026) https://corpfiles.delaware.gov/Fee%5FSchedule/AugustFee2026.pdf Delaware - How to Form a New Business Entity https://corp.delaware.gov/howtoform/ Delaware Division of Revenue - Gross Receipts Tax FAQs https://revenue.delaware.gov/business-tax-forms/gross-receipts-tax-faqs/ IRS - Instructions for Form 5472 https://www.irs.gov/instructions/i5472 IRS - Single member limited liability companies https://www.irs.gov/businesses/small-businesses-self-employed/single-member-limited-liability-companies IRS - Publication 542, Corporations https://www.irs.gov/publications/p542 IRS - Instructions for Form 1120 https://www.irs.gov/instructions/i1120 FinCEN - Beneficial Ownership Information Reporting https://www.fincen.gov/boi