Delaware Franchise Tax Deadline 2026: $300

What you owe in 2026

$300 flat for every Delaware LLC, regardless of revenue, member count, or activity. Codified at 6 Del. C. § 18-1107(b). Due June 1 every year.

Delaware LLCs do not file an annual report (unlike Delaware Corporations, which must file by March 1).

How to pay

Go to corp.delaware.gov, click 'Pay Taxes/File Annual Reports,' enter your 7-digit Delaware file number, and pay via ACH or credit card. Total time on the portal: ~5 minutes for an LLC.

Delewarellc sends free reminders 30-60 days before June 1. Save the confirmation receipt for your records.

What happens if you miss

Year 1 of non-payment: $200 penalty plus 1.5% monthly interest. The LLC is 'not in good standing.'

Year 2 of non-payment: state-level entity cancellation. The LLC is administratively dissolved and bank accounts may freeze. Restoration requires Certificate of Revival ($200) plus all back taxes.

Why the franchise tax exists even when your LLC earned nothing

Many non-resident founders are surprised that Delaware asks for the same $300 whether the LLC closed a strong year or never opened a bank account, and the reason becomes clear once you see what the tax actually is.

The franchise tax is not an income tax and it is not based on profit. It is an annual fee for the privilege of keeping a legal entity registered in the state.

Delaware lets you form an LLC quickly and cheaply, with a $110 Certificate of Formation, and the flat $300 due each June 1 is how the state funds the Division of Corporations that maintains your file.

The tax has nothing to do with revenue, so a dormant LLC with zero activity owes exactly the same amount as one processing payments every day.

This design is deliberate, because the state offers a stable legal home for the entity regardless of how much business flows through it, and the flat fee keeps the calculation simple for both Delaware and the founder.

There is no schedule of brackets, no apportionment of income, and no worksheet that ties the amount to sales.

The number is the number, and that predictability is part of what makes Delaware attractive to founders who want a clear annual cost they can plan around rather than a tax that swings with their results from one year to the next.

For a founder coming from a country where business taxes scale with turnover, this flat structure takes a moment to absorb, but it works in your favor once you understand it.

A year of strong revenue does not raise the franchise tax, so a profitable Delaware LLC pays the same $300 as a struggling one.

The flip side is that a year of no revenue does not lower or remove it either, which is the part that catches founders off guard when they assume an inactive company owes nothing.

The fee buys continuity, the assurance that your entity remains validly registered, your name stays protected from other filers, and your formation documents stay on file at the state.

That continuity has real value when you later need to show a bank, a processor, or a partner that the company is properly maintained.

Viewing the $300 as the price of a reliable legal home, rather than as a tax on something you did, makes the obligation easier to accept and plan for.

It is a fixed cost of operating through a Delaware entity, predictable to the dollar, and that fixed quality is exactly what lets you budget it years in advance without guesswork about what next year's figure might be.

What happens to an idle entity you stop using

Understanding that the franchise tax is flat helps you plan for entities you no longer use, because the obligation does not switch off when you walk away.

If you formed a Delaware LLC to test an idea that did not work out, the entity keeps generating the $300 obligation every year until you formally dissolve it. Letting it sit unused does not pause the clock.

Founders sometimes assume that an inactive entity quietly disappears, but it does not.

The franchise tax accrues, penalties stack, and the file stays open in Delaware records as a live company that owes money to the state.

This is one of the most common traps for founders who treat formation as a casual experiment and then move on without closing the loop.

The entity has no way of knowing you have lost interest in it, and the state continues to treat it as an active company with an annual bill, exactly as it did the day you formed it.

Nothing about ceasing operations signals anything to Delaware, so the obligation rolls forward untouched while you assume it has quietly ended on its own without any further attention from you.

If you have decided a venture is finished, the cheaper path is usually to dissolve the LLC properly rather than ignore the annual bill and accumulate charges you will eventually have to clear if you ever want to revive or reuse the name.

The mistake compounds quietly, because nothing dramatic happens in the first months after you walk away.

The bill simply waits, then a penalty attaches, then interest grows on top of the unpaid amount, and a founder who checks back two years later can find a surprisingly large balance on what felt like an abandoned shell.

There is also a reputational angle, since an entity carrying unpaid taxes is not in good standing, and that status follows the company name if you ever try to use it again.

Treating an unused entity as a decision that still requires action, either keep it and pay or close it and stop the tax, keeps you in control of the cost rather than letting it grow in the background while you are focused on something new.

The deliberate choice to close a finished company is almost always cheaper than the slow accumulation that follows from doing nothing at all.

How June 1 interacts with your other 2026 filing dates

The franchise tax deadline does not sit alone on your calendar, and seeing it next to your other obligations keeps any single date from catching you out.

A foreign-owned single-member Delaware LLC also faces a federal filing, Form 5472 attached to a pro forma Form 1120, due April 15 each year for the prior tax year, carrying a $25,000 penalty for failure to file.

That April federal deadline comes roughly six weeks before the June 1 state franchise tax. Treating them as one season rather than two scattered tasks reduces the chance that one slips.

Many founders handle the Form 5472 work with a CPA in late March, then turn straight to the franchise tax payment once the federal filing is confirmed.

Lining the two up in your mind early in the year means you never face either one as a last-minute surprise, and you can gather the documents each filing needs without rushing.

The federal filing is the more involved of the two, so finishing it first leaves the simpler state payment as a clean closing task for the season.

Your EIN timeline matters here too, especially for a recently formed entity that is still getting set up.

If you applied for an EIN using Form SS-4, expect roughly 8 to 10 business days for the IRS to process a non-resident application.

You do not need an EIN to pay the $300 franchise tax, since that payment is keyed to your 7-digit Delaware file number rather than any federal identifier.

But you do need the EIN for the Form 5472 filing and for opening accounts at banks such as Mercury, Wise, Relay, Lili, or Payoneer.

Mapping all of these out on one sheet for the 2026 year, with the franchise tax sitting at June 1, keeps you from reacting to each deadline in isolation.

A single annual planner that lists the federal April date, the state June date, and your banking and EIN milestones turns a scattered set of obligations into one orderly sequence you can follow without anxiety.

Founders who write the whole year down once, at the start, tend to glide through each deadline, while those who handle each item only as it surfaces are the ones who end up paying penalties on a date they simply forgot was coming.

Finding your Delaware file number before the deadline arrives

Payment of the franchise tax depends entirely on knowing your 7-digit Delaware file number, and the time to locate it is well before June 1, not the evening it is due.

The file number appears on your stamped Certificate of Formation, the document Delaware returned when it accepted your $110 filing.

It also appears on correspondence from your registered agent and on the state's business entity search at the Division of Corporations website, where you can look up the LLC by exact name.

Save the number somewhere you will find it next year, because you will need it every June for as long as the entity exists.

A founder who treats the file number as a permanent credential, stored alongside the EIN and formation date, removes one of the most common sources of deadline-day stress.

The number never changes for the life of the entity, so the effort of recording it once carries you through every future payment without any further searching, which is exactly the kind of small habit that pays off year after year.

Recording it the day you receive your formation documents is the simplest moment to do it, since the number is right there in front of you and the task takes only seconds to complete properly.

Non-resident founders who used a formation service sometimes never saw the raw file number because the service handled everything end to end.

If that describes you, ask your provider or registered agent for it directly, or run the name through the public entity search yourself.

A frequent cause of a missed deadline is a founder who knew the tax was due but spent the final days hunting for the file number and missed the cutoff while still searching.

Treat the number as a permanent record for the entity, kept in the same place as your other formation documents so it is always within reach when June approaches.

With the number in hand, the actual payment on the state portal takes only a few minutes, and there is no reason for the deadline to become stressful or rushed.

The single act of writing the file number down once, the year you form the LLC, saves you the scramble every June for the entire life of the company.

Pair it with a note of where the stamped Certificate of Formation lives, and you will never face a deadline wondering which document holds the number you need to enter.

Paying from outside the United States without a US card

The Delaware payment portal accepts ACH bank debit and credit or debit cards, which raises a practical question for founders who do not yet hold a US account or card.

The good news is that the portal generally accepts international cards bearing the major networks, so a card issued in your home country will often work for a $300 charge.

If your card is declined, the most common reasons are an international transaction block set by your bank or an address mismatch between the billing details you enter and the records your card issuer holds, so confirm both before assuming the portal itself is the problem.

A quick call or message to your card issuer to authorize a one-time international charge clears most declines, and testing the payment a few days before the deadline gives you room to fix any issue without pressure.

Founders who wait until the final evening to pay are the ones who discover a block at the most awkward possible moment, when there is no time left to call the bank and try again before the cutoff passes.

Giving yourself a buffer of several days turns a potential emergency into a minor errand you can resolve at your own pace.

If you already opened a US business account at a provider such as Mercury, Wise, Relay, Lili, or Payoneer, you can route the franchise tax payment through that account, which keeps the charge cleanly inside your business records and avoids mixing personal and company funds.

Paying from the business account also makes bookkeeping simpler, because the $300 appears as a clear annual line item rather than a reimbursement you have to track and untangle later.

Whichever method you use, save the confirmation receipt the portal generates immediately after payment.

That receipt is your proof the obligation was met, and it is worth keeping with your formation documents in case a future good-standing question ever comes up and you need to show the payment cleared on time.

Building the habit of paying from the company account and filing the receipt the same minute turns the franchise tax into a clean, traceable transaction rather than a loose charge you have to reconcile months later.

For a non-resident running everything remotely, that clean trail is part of running the entity in a way that holds up whenever a bank, a processor, or a future buyer asks to see how the company was maintained.

What good standing actually means for a non-resident founder

Good standing is a status the state of Delaware assigns to an entity that has met its obligations, and the franchise tax is central to keeping it.

When you pay the $300 by June 1, your LLC stays in good standing. Miss the deadline and the entity moves out of good standing the moment the year of non-payment is recorded.

For a founder operating purely online this might feel abstract, but it has concrete consequences the first time a third party asks for proof.

Banks, payment processors, and prospective partners sometimes request a Certificate of Good Standing, and Delaware will not issue one for an entity that owes back taxes.

The status is, in effect, the state's public confirmation that your company is current and properly maintained, and losing it sends the opposite signal at exactly the wrong moment.

A non-resident who cannot resolve matters in person leans on that status as the simplest way to demonstrate the entity is legitimate and current to anyone who asks for assurance before doing business.

Without a local presence to vouch for the company in person, that single document does much of the work of establishing trust on your behalf when a counterparty wants proof.

This matters at moments you cannot always predict in advance. A bank may ask for a Certificate of Good Standing during a periodic review of your account.

A potential acquirer or investor performing basic diligence will check the entity's status as a first step.

A payment processor reactivating a paused account may want confirmation the company is current with the state before it lifts a hold.

If any of these arrive while your franchise tax is unpaid, you face a scramble to clear the balance and penalties before you can obtain the certificate, which can delay a deal or a banking decision by days you may not have.

Paying the $300 on time is the cheapest insurance against that scenario, since the cost of falling out of good standing is rarely just the penalty itself but the lost time when you need the status and do not have it.

For a non-resident who cannot walk into a Delaware office to sort things out quickly, that lost time can stretch across exactly the period when a bank or a buyer is waiting on the certificate, turning a $300 oversight into a stalled opportunity that costs far more than the tax ever would.

Budgeting for the recurring cost across multiple years

When founders price a Delaware LLC they often anchor on the formation cost, the $110 Certificate of Formation plus whatever a service charges, and overlook that the entity carries an annual cost for as long as it lives.

The $300 franchise tax repeats every June 1, and your registered agent typically charges a yearly fee on top of that.

Building both into a simple three-year or five-year view changes how you think about idle entities.

An LLC you keep open with no activity is not free to hold, and the recurring franchise tax is the largest predictable piece of that holding cost.

Seeing the multi-year total in front of you, rather than just the one-time setup fee, reframes the decision from a single purchase into an ongoing commitment you renew every June.

A founder who runs that simple sum before forming the entity goes in with clear eyes about what the company costs to keep alive, not just what it costs to bring into existence on day one.

The difference between the setup figure and the lifetime figure is easy to overlook in the excitement of starting something, yet it is the lifetime figure that determines whether holding the entity makes sense over the years ahead.

This is worth weighing before you form a second or third entity for a new project, because the recurring cost multiplies with each one.

Each additional Delaware LLC means another $300 every June and another registered agent fee, so a portfolio of speculative entities can quietly add up to a meaningful annual figure.

Some founders consolidate activity under one LLC rather than spinning up a new one for every idea, precisely to keep the annual franchise tax obligation to a single $300 line.

Delewarellc charges a one-time $297 to handle formation, and the EIN obtained via Form SS-4 is free directly from the IRS, but neither of those covers the recurring state tax that follows.

Knowing the ongoing number lets you decide deliberately how many entities are worth carrying year after year rather than discovering the cumulative cost only when several June 1 bills arrive at once.

A founder who plans the recurring cost into the venture from the start treats each entity as a deliberate, justified expense rather than a surprise that lands every spring, and that planning is what keeps a growing collection of side projects from turning into a stack of annual bills nobody budgeted for.

Why a registered agent is part of the deadline picture

Every Delaware LLC must keep a registered agent with a physical Delaware address, and that agent plays a quiet but real role in the franchise tax cycle.

The state and your agent send notices to the address on file, and a reliable agent forwards reminders about the June 1 deadline so the date does not slip past you.

For a non-resident founder living several time zones away with no other physical presence in the United States, the registered agent is often the only party that receives official Delaware correspondence on the entity's behalf.

If that relationship lapses, you can lose the early warning that keeps the franchise tax from becoming a surprise, and a missed notice is one of the quieter ways a founder ends up overdue without ever intending to skip a payment.

The agent is, in practical terms, your eyes and ears inside the state, and a working relationship with one keeps the flow of official mail reaching you no matter how far away you happen to live or how often you change your own contact details.

Because Delaware sends formal notices to that Delaware address rather than to your home country, the agent is the bridge that carries those notices the rest of the way to you.

A registered agent relationship can lapse for an ordinary reason, usually a missed annual agent fee that goes unnoticed.

If your agent resigns or stops servicing the entity because their own fee went unpaid, you may stop receiving the reminders that normally prompt your June payment, and the franchise tax can quietly fall overdue as a result.

Keeping the agent current is therefore part of keeping the franchise tax current, and the two responsibilities are more linked than founders often realize.

Delewarellc sends its own free reminders 30 to 60 days before June 1, which gives founders a second independent prompt that does not depend on a single channel staying open.

Treat the registered agent fee and the franchise tax as a paired annual responsibility rather than two unrelated bills, because letting one slide tends to put the other at risk as well.

Confirming each year that your agent is active and that your contact details on file are correct keeps the chain of reminders intact, so the deadline reaches you through more than one route and a single missed email never costs you good standing.

That redundancy, two or more channels all pointing at the same June 1 date, is what makes the deadline reliable rather than fragile.

How dissolution stops the franchise tax clock for good

If you have genuinely finished with a Delaware LLC, the only way to stop the $300 annual obligation is to dissolve the entity formally through the state, not simply to stop using it.

Dissolution involves filing a Certificate of Cancellation with the Division of Corporations and clearing any franchise tax owed up to the point of dissolution.

Once Delaware records the cancellation, the entity no longer accrues the annual tax, because there is no longer a live entity for the tax to attach to.

Walking away without filing leaves the LLC on the books and the bill running every June, which is why founders who think they have closed a company are sometimes startled to find it still listed and still owing months or years later.

The act of stopping work on a business and the act of legally ending its entity are two different things, and only the second one stops the franchise tax.

Until the cancellation is recorded, the state sees a living company that owes its annual fee like any other.

Filing the Certificate of Cancellation is the formal step that tells Delaware the company is finished, and without that step the entity simply continues on the rolls accruing tax that nobody is paying.

Timing the dissolution around the June 1 deadline can save you a full year of tax, so the calendar is worth watching even on the way out.

If you know a venture is over, completing the cancellation before the next June 1 means you avoid that year's $300 entirely, whereas waiting until just after the deadline can leave you liable for the full amount.

Founders also sometimes need to settle the final federal filings, including a last Form 5472 if the foreign-owned single-member LLC had reportable transactions during its final year, so coordinate the state cancellation with your CPA so nothing federal is left hanging.

Dissolution is the clean ending that prevents the slow accumulation of franchise tax, penalties, and interest on an entity you no longer want, and doing it deliberately is far cheaper than discovering years of accrued charges when you later try to revive the name.

Closing the company on purpose, with the cancellation filed and the final taxes paid, draws a firm line that the do-nothing approach never does, and it gives you a clean record showing the entity ended properly rather than drifting into cancellation for non-payment.

Reviving a cancelled LLC after two missed years

Two consecutive years of non-payment lead Delaware to administratively cancel the entity, but cancellation is not always the end of the road for a company you decide you want back.

Delaware allows revival through a Certificate of Revival, which restores the entity and its name to active status.

The catch is that revival is not free or simple, because you must pay all back franchise taxes that accrued during the lapse, plus the penalties and interest that built up across those years, plus the revival filing itself.

For a founder who let two years pass at $300 each with $200 penalties and monthly interest layered on top, the total to revive can climb to several times the original annual tax.

The longer the lapse runs, the larger that figure grows, which is precisely why revival is so much more expensive than simply never missing the June 1 deadline in the first place.

The cost of inaction does not stay still, it accumulates month by month until you either pay it off or abandon the name for good.

By the time a founder decides the entity is worth recovering, the bill has often grown well beyond what the company felt like it was worth when it was first set aside and forgotten.

Whether revival is worth it depends entirely on what the entity holds.

If the LLC has an established banking history, a payment processor relationship, contracts in its name, or a brand customers recognize, paying to revive it can be cheaper than rebuilding all of that under a new entity from scratch.

If the LLC was dormant and held nothing of value, forming a fresh Delaware LLC for $110 plus a service fee is often the more sensible choice than paying years of back tax to resurrect an empty shell.

The decision turns on the assets and relationships tied to the specific entity, and an honest tally usually makes the answer obvious.

Either way, the lesson points back to the deadline, because paying $300 on time each June 1 is dramatically cheaper than facing this revival math after a lapse, and the calculation rarely favors letting the entity go cancelled by accident.

A founder weighing revival should add up the back taxes, penalties, interest, and filing cost and compare that figure honestly against starting clean before deciding which path actually saves money, since the romance of keeping an old name can quietly cost more than it is worth.

Common myths non-residents believe about the franchise tax

Several persistent misconceptions lead non-resident founders into trouble, and naming them directly is the fastest way to avoid the costly errors they cause.

The first is that the franchise tax is somehow tied to income, so a year with no revenue means nothing is owed.

It does not work that way, because the $300 is flat and due regardless of earnings, codified in the Delaware LLC Act, and an idle entity owes the same as an active one.

The second myth is that the franchise tax is the same thing as US federal income tax. It is not.

The state franchise tax and federal obligations such as the Form 5472 filing for foreign-owned single-member LLCs are entirely separate, with different deadlines, different agencies, and different consequences for getting them wrong.

Confusing the two leads some founders to assume that paying one covers the other, when in fact each must be handled on its own schedule with its own paperwork and its own penalties for a miss.

A founder who pays the franchise tax and then believes the year's federal duties are settled has misread the situation entirely, since the two systems do not speak to each other at all.

A third myth is that the LLC will simply expire on its own if ignored, sparing the founder any cost.

In reality the entity persists, the tax accrues, and penalties accumulate until either you pay or Delaware cancels the entity after two years of non-payment.

A fourth myth concerns BOI reporting, because some founders believe they still owe a federal beneficial ownership filing on top of the franchise tax every year.

US-formed LLCs have been exempt from BOI reporting since the FinCEN Interim Final Rule of March 26, 2025, so a Delaware LLC does not file it at all.

Clearing up these four misunderstandings removes most of the confusion that causes founders to either overpay for filings they do not owe or underpay the one flat state tax they genuinely do.

Getting the mental model right, one flat state tax plus separate federal filings where they apply and nothing extra that has been ruled out, keeps a non-resident founder from both kinds of error at once.

The founders who run into the most trouble are usually the ones acting on one of these myths without ever checking whether it is true, so it is worth confirming each point against the actual rule rather than secondhand advice.

Planning ahead so the 2027 deadline is effortless

The cleanest way to handle next year's franchise tax is to set it up the moment you finish paying this year's, while everything is fresh in your mind.

With the confirmation receipt still in front of you, add a recurring calendar reminder for mid-May 2027, well ahead of the June 1 cutoff, so you have time to locate your file number and clear any card or banking issue without pressure.

Note the file number directly in the reminder so you are not searching for it again next spring.

A founder who builds this loop once rarely misses the deadline afterward, because the work of remembering is handed to the calendar rather than to memory across a full year of other priorities.

The reminder carries everything you need into the exact moment you need it, which means the task in 2027 starts with the information already in hand rather than with a search through old documents for a number you wrote down somewhere.

The reminder effectively becomes a small package of everything next year's payment requires, prepared by your past self at the one moment when all of it was easy to gather and put in one place.

Pair that reminder with the free notices you already receive, so no single channel has to carry the whole job.

Delewarellc sends franchise tax reminders 30 to 60 days before June 1, and your registered agent typically forwards Delaware's own notices, so between those channels and your personal reminder you have several independent prompts all pointing at the same date.

The point of layering them is resilience, because if one email lands in spam or an address changes, another still reaches you in time.

Confirm each year that your registered agent fee is current, since a lapsed agent can quietly cut off one of those channels without warning.

With the file number saved, a working payment method confirmed in advance, and multiple reminders in place, the annual $300 becomes a five-minute task rather than a recurring source of anxiety, and the entity stays in good standing year after year without drama.

Setting this system up once, at the end of the very first payment, is the difference between a deadline you manage calmly each year and one that ambushes you every spring, and that small bit of setup pays off for as long as you keep the company alive.