Delaware LLC annual report: do you need to file one? (No)
Delaware LLCs do not file an annual report. Only the $300 flat franchise tax due June 1. Delaware Corporations are different (annual report by March 1). Common confusion explained.
Delaware LLCs: only franchise tax, no annual report
Under 6 Del. C. § 18-1107(b), every Delaware LLC pays a flat $300 annual franchise tax due June 1 each year. There is no accompanying annual report. The $300 covers the LLC's ongoing existence with the state.
This makes Delaware LLCs simpler than Delaware Corporations and simpler than LLCs in many other states. The $300 is paid online at corp.delaware.gov in about 5 minutes.
Delaware Corporations: annual report PLUS franchise tax
Delaware Corporations have a different obligation: file an annual report by March 1 each year ($50 filing fee) AND pay franchise tax under either Authorized Shares Method ($175 minimum) or Assumed Par Value Method ($400 minimum), maximum $200,000.
The annual-report requirement for Corporations is codified at 8 Del. C. § 502. The annual report includes the corporation's principal place of business, names and addresses of all directors and one officer, and the number of issued shares.
What about other annual filings?
Delaware does not require any annual filing from LLCs beyond the $300 franchise tax. However, federal and other obligations may apply:
- Form 5472 + pro forma Form 1120: federal information return for foreign-owned single-member LLCs. Due April 15. See the Form 5472 guide.
- BOI report to FinCEN: one-time at formation (within 90 days). See the BOI glossary entry.
- Foreign-qualification annual reports: if you foreign-qualified your Delaware LLC in another state (California, New York, etc.), each state has its own annual-report and tax obligations.
- Federal tax filings: handled by your CPA based on your business activity.
Delewarellc's annual reminder cadence
We send free reminders 30-60 days before:
- June 1 (Delaware franchise tax).
- April 15 (Form 5472, for foreign-owned single-member LLCs).
- BOI 90-day window (during Year 1 only).
These reminders are free regardless of whether you renew registered agent service with us. Delewarellc provides free annual reminders for Delaware franchise tax (June 1 LLC), BOI reports, Form 5472, and foreign qualification renewals. Most competitors charge $99-$199/year for the equivalent.
Frequently asked questions
Do Delaware LLCs file annual reports?
No. Delaware LLCs do not file annual reports. Instead, Delaware LLCs pay a flat $300 annual franchise tax due June 1. This is different from Delaware Corporations, which file both annual reports and franchise tax payments by March 1.
What does a Delaware LLC cost?
Delaware LLC year-one costs are $110 state filing fee plus registered agent fees ($50-$179/year depending on provider) plus optional service fees. Delewarellc charges $297 plus the state fee for full formation including registered agent for Year 1, EIN application, Operating Agreement, and bank account applications.
Do I need a US address to form a Delaware LLC?
No. You do not need a personal US address. The Delaware LLC needs a registered agent address (which Delewarellc provides) and an address for IRS correspondence (which can be your home address abroad).
Primary sources cited
- Delaware does not require LLCs to file an annual report. Only the $300 flat franchise tax applies. Delaware Corporations must file both an annual report and franchise tax. 8 Del. C. § 502 (Corp), 6 Del. C. § 18-1107 (LLC)
- Delaware LLCs pay a flat $300 annual franchise tax due June 1, regardless of revenue or member count. Delaware Code Title 6 § 18-1107(b)
- Delaware does not have a state-level sales tax. Delaware Division of Revenue
- The Delaware Limited Liability Company Act is codified at 6 Del. C. Chapter 18, sections 18-101 to 18-1109. Delaware Limited Liability Company Act, 6 Del. C. ch. 18
Related resources
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