The Delaware annual report at a glance
| Delaware | |
|---|---|
| What it's called | Annual tax. |
| Reminder | The Secretary of State mails a statement of the tax to the registered agent at least 60 days before June 1. |
| Foreign LLCs | A foreign LLC registered in Delaware pays the same $400 tax, and each registered series of a Delaware LLC pays $100. |
| Annual tax | No annual report: every Delaware LLC, domestic or foreign, pays a $400 annual tax by June 1 for the year before. Paid late, it costs $200 more plus 1.5% interest a month on the tax and penalty, and the tax isn't prorated. |
| Filed with | Delaware Division of Corporations |
How to file it
- Look up the LLC's record in the Delaware business entity search on our sister site or the state's own search: its exact name, status and registered agent.
- Pay the tax. Online through the Division of Corporations, 8:00 a.m. to 11:45 p.m. Eastern, from a checking account or by Visa, Mastercard, American Express or Discover; a payment over $5,000 has to go by ACH debit. The tax is owed for any year the LLC is active on the Division's records.
- Watch for look-alike offers. Be wary of any letter or email about the tax that doesn't come from the State or the LLC's own Delaware registered agent: the Division warns of deceptive solicitations.
- Keep the confirmation with the LLC's records, and note next year's due date.
If the tax is late or isn't paid
An LLC that misses the tax stops being in good standing, and a foreign LLC's registration ends; paying the tax with its penalties and interest restores either. While the tax is unpaid, a lawsuit against the LLC can be served on the Secretary of State if its registered agent has died, resigned, refused to act, left Delaware or can't be found. The unpaid tax is a debt the State can sue for once it's a month overdue, and it comes first if the LLC becomes insolvent. Three months overdue, the Attorney General can ask the Court of Chancery to stop the LLC doing business in Delaware or anywhere else until the tax, penalties, interest and costs are paid. Three years unpaid, the LLC's certificate of formation is canceled, on the third anniversary of the missed due date. A canceled LLC is revived by filing a certificate of revival with its fee and paying the unpaid tax with its penalties and interest. Revival validates what the LLC did in the meantime. Closing the LLC doesn't avoid the year's tax: the full tax for the year its cancellation takes effect is due before the certificate can be filed.
Other Delaware filings
Paying the tax changes nothing on the record; changing the LLC itself takes its own filing. Our Delaware LLC guide has the state's forms and fees, from the formation filing to the registered agent. Changing an LLC's name and registering in another state list Delaware's amendment and foreign filing, and how to dissolve an LLC in Delaware covers closing it. Once the tax is paid, a Delaware certificate of good standing proves the LLC is current.
Sources
- LLC/LP/GP franchise tax instructions, corp.delaware.gov
- Del. Code title 6, chapter 18, delcode.delaware.gov
Read on October 10, 2026. Fees and dates change, so the office's own page has the final word before you file.
More for Delaware
Common questions
Does a Delaware LLC file an annual report?
No annual report: every Delaware LLC, domestic or foreign, pays a $400 annual tax by June 1 for the year before. Paid late, it costs $200 more plus 1.5% interest a month on the tax and penalty, and the tax isn't prorated.
What happens if a Delaware LLC doesn't pay the tax?
Three years unpaid, the LLC's certificate of formation is canceled, on the third anniversary of the missed due date. A canceled LLC is revived by filing a certificate of revival with its fee and paying the unpaid tax with its penalties and interest. Revival validates what the LLC did in the meantime.
Does a foreign LLC file the Delaware annual report?
A foreign LLC registered in Delaware pays the same $400 tax, and each registered series of a Delaware LLC pays $100.