Frequently asked questions

A Delaware LLC is a limited liability company formed under Delaware Title 6 Chapter 18 (the Delaware Limited Liability Company Act). It provides limited liability to its members while allowing pass-through taxation by default. Delaware LLCs are popular among non-resident founders because Delaware allows formation without requiring the owner to be a US citizen or US resident.

Yes. Non-US residents can form a Delaware LLC without a Social Security Number, US address, or US presence. You need a passport for identity verification, an EIN for IRS purposes, and a Delaware Registered Agent. Delewarellc forms Delaware LLCs for non-resident founders for $297 plus the $110 Delaware state fee.

Standard Delaware LLC formation takes approximately 5-10 business days through the state portal. Expedited filing is available for $50-$1,000 above the standard fee for same-day or 24-hour processing. Delewarellc's full formation process including EIN and bank account applications takes 8-10 business days end to end.

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.

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.

A Delaware Registered Agent is a person or company designated to receive legal documents and state correspondence on behalf of the LLC. Per 6 Del. C. § 18-104, the agent must maintain a physical Delaware address and be available during normal business hours. Non-resident founders cannot serve as their own Registered Agent.

The Delaware Certificate of Formation is the legal document that creates the LLC, filed with the Delaware Division of Corporations. It contains the LLC name, the registered agent's name and address, and the organizer's signature. The state filing fee is $110.

The Operating Agreement is the internal contract among LLC members defining ownership percentages, profit distribution, management structure, and operating rules. Delaware does not require filing it with the state, but Title 6 § 18-101 strongly implies the LLC should have one. Delewarellc includes a customized Operating Agreement in its $297 service.

The Delaware franchise tax for an LLC is a flat $300 owed to the state every year, due June 1. It is not an income tax: the amount never changes with your revenue, profit, assets, or number of members, so a dormant LLC and a profitable one both pay the same $300. This differs from a Delaware Corporation, whose franchise tax is calculated on shares or assumed par value and can run from $400 into the thousands. Missing the June 1 deadline adds a $200 penalty plus 1.5% monthly interest.

Yes. Physical presence in the United States is not required to form a Delaware LLC or maintain it. The entire formation process, banking applications, and ongoing compliance can be handled remotely.

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).

Delaware charges a $110 state fee to file the Certificate of Formation, and that single filing is what brings the LLC into existence. It is paid to the Delaware Division of Corporations and is separate from whatever a formation service charges on top of it. Expedited handling is optional and priced by speed, starting at $50 for 24-hour processing above the standard fee. The $110 is a one-time cost: Delaware LLCs file no annual report, so the recurring state obligation is the flat $300 franchise tax rather than a repeat filing fee.

Two costs recur. The first is the flat $300 Delaware franchise tax, due June 1 every year regardless of revenue, profit, or whether the LLC traded at all, with a $200 penalty plus 1.5% monthly interest if it is late. The second is registered agent renewal, $50 to $179 a year depending on provider, which Delaware requires for as long as the entity exists. Everything else is optional and driven by your own situation, most commonly a CPA to prepare Form 5472 for a foreign-owned single-member LLC. Budget $400 to $900 a year all in; a dormant LLC with no CPA work is closer to $350 to $479.

Delaware registered agent service runs $50 to $249 a year. Harvard Business Services is the long-standing price leader at $50, IncNow is $59, Northwest is $125, InCorp is $129, and LegalZoom is $249. Delewarellc includes Year 1 in the $297 formation bundle and renews at approximately $99. The service is not optional: 6 Del. C. § 18-104 requires every Delaware LLC to maintain a registered agent with a physical Delaware street address, and a non-resident founder cannot serve as their own. Price is a reasonable way to choose, because the statutory duty is identical at every provider; what differs is mail handling, support, and whether compliance reminders are included.

Yes, and this is the contrast that causes most of the confusion. A Delaware Corporation files an annual report by March 1 each year with a $50 filing fee, required under 8 Del. C. § 502, and pays franchise tax on top of it under either the Authorized Shares Method (minimum $175) or the Assumed Par Value Method (minimum $400), capped at $200,000. The report names the principal place of business, all directors and one officer, and the number of issued shares. A Delaware LLC files none of this: no report, no officer list, no share count, just the flat $300 by June 1.

Nothing is filed with Delaware. The only recurring Delaware obligation is paying the flat $300 franchise tax by June 1, which is a payment rather than a filing, and keeping a registered agent in place. Other annual obligations exist but none of them is a Delaware annual report: a foreign-owned single-member LLC generally owes Form 5472 with a pro forma Form 1120 to the IRS by April 15; an LLC foreign-qualified in another state follows that state's own annual report rules; and under FinCEN's Interim Final Rule of March 26, 2025, US-formed entities including Delaware LLCs are exempt from BOI reporting.

It depends on when you formed. The franchise tax runs on a calendar basis with a June 1 deadline, so an LLC formed early in the year meets its first payment within months while one formed late in the year has a longer runway. The $300 is not prorated for a partial first year, so a company formed in the autumn still owes the full amount by the following June 1 despite existing for only part of the period. Separately, and on a different track, you will usually obtain an EIN after formation and a foreign-owned single-member LLC will have a Form 5472 due the following April 15. None of that is a Delaware annual report and none of it replaces the $300.

No. Paying the franchise tax carries no disclosure: you do not attach a member list, a manager list, or an ownership split to the payment, and the state simply records that the entity has paid for another year. That is structurally different from states that pair a recurring fee with an annual report, where the report itself becomes a public record naming the people behind the company. Privacy is not secrecy, though. A bank applying know-your-customer rules will want the beneficial owners before opening an account, and a CPA preparing Form 5472 needs ownership facts to file correctly. The benefit is about Delaware's yearly public record, not about hiding ownership from parties you choose to work with.

Not as a recurring report. Because Delaware asks LLCs for no annual report, adding a member, removing one, or shifting ownership percentages lives in your operating agreement and internal records rather than in a yearly filing, so ownership can change without a calendar-driven disclosure. A few things still need action in the right place: a change of registered agent is filed with the state and must be kept current at all times, a change of the EIN responsible party goes to the IRS rather than to Delaware, and banks such as Mercury, Wise, Relay, Lili, and Payoneer keep their own beneficial owner records they may ask you to refresh.

Form 5472 is required annually from foreign-owned single-member US LLCs treated as disregarded entities. The penalty for not filing is $25,000 per occurrence. Form 5472 must be filed with pro forma Form 1120 by April 15 (extendable to October 15).

No, you do not need an ITIN to form the LLC or get an EIN. An ITIN (Individual Taxpayer Identification Number) is needed only if you personally must file a US tax return (Form 1040-NR) showing US-source income from the LLC. Many non-resident LLC owners never need an ITIN.

No. You do not need a Social Security Number to form a Delaware LLC or to get its EIN. Non-residents apply for the EIN on IRS Form SS-4 by writing "Foreign" in the responsible party's SSN field and faxing it to the IRS international unit. An SSN (or ITIN) is only relevant later if you personally must file a US tax return; the LLC itself never requires the owner to have one.

No. A non-US resident applies for an EIN on IRS Form SS-4, writing "Foreign" in the responsible party's SSN field, and submits it to the IRS international unit by fax. No SSN or ITIN is required. When the form is completed correctly, the IRS typically issues the EIN within 1-2 business days.

Generally there is no state tax, and often no US federal tax on foreign-source income. Delaware charges no state income tax on income that is not sourced to Delaware. US federal tax depends on whether the income is effectively connected to a US trade or business (ECI, which is taxable) or US-source FDAP income (subject to withholding). A non-resident-owned LLC with no US office, employees, or dependent agent usually has no ECI on foreign-source income, but Form 5472 must still be filed each year. Confirm your specific facts with a CPA.

Pass-through taxation means the LLC itself does not pay income tax. Profits and losses pass through to the LLC members who report them on their personal tax returns. This is the default treatment for both single-member and multi-member LLCs.

Delaware imposes no state income tax on LLC income earned outside Delaware. The only state-level obligation is a $300 annual franchise tax, which is a flat fee due June 1, not a tax on income. A Delaware LLC with no Delaware office, employees, or Delaware-source income (the typical non-resident-owned e-commerce, SaaS, or freelance business) owes $300 per year to the state and nothing else. Delaware also has no state-level sales tax.

No, not on income earned outside Delaware. A non-resident owner of a Delaware LLC with no Delaware office, no Delaware employees, and no Delaware-source income owes no Delaware state income tax. Delaware taxes only Delaware-source income, so a business run from abroad serving US or international customers generally has no Delaware income-tax liability. The LLC's sole Delaware obligation is the flat $300 annual franchise tax due June 1.

Federal tax depends on whether the LLC's income is effectively connected to a US trade or business (ECI) or is US-source FDAP income. A non-resident-owned single-member LLC with no US office, employees, or dependent agent usually has no ECI and owes no US federal income tax on foreign-source income, but it must still file Form 5472 with a pro forma Form 1120 every year. Missing that information return carries a $25,000 penalty. US-source passive income (FDAP) such as certain dividends or royalties is generally taxed at 30%, or a lower treaty rate, through withholding at source.

A Delaware LLC's franchise tax is due June 1 every year. Delaware Corporations are on a different schedule: their franchise tax and a mandatory annual report, which carries its own $50 filing fee, are both due March 1. LLCs file no annual report at all. Missing the deadline adds a $200 penalty plus 1.5% interest per month, and the entity stops being in good standing straight away, which is what matters when a bank, a foreign qualification, or a counterparty asks for a Certificate of Good Standing. Delaware sends its reminders to the registered agent rather than to the owner directly.

Pay online at corp.delaware.gov under "Pay Taxes/File Annual Reports". You need the LLC's seven-digit Delaware file number, which appears on the Certificate of Formation. The portal shows the entity name and the amount due, always $300 for an LLC, and accepts ACH or a credit card. It takes about five minutes for an LLC; a Corporation takes longer because the annual report fields come with it. Save the confirmation, because banks sometimes ask for proof of good standing during account reviews. Most registered agents will also pay on your behalf if you would rather they handled it.

The first year of non-payment adds the $200 penalty and 1.5% monthly interest, and the LLC is no longer in good standing, so a Certificate of Good Standing becomes unavailable exactly when foreign qualification, a bank application, or counterparty due diligence needs one. In the second year Delaware cancels the entity: the registered agent can withdraw, and bank or Stripe accounts in the LLC's name become a problem at the next KYC refresh because the company no longer legally exists. Restoring it takes a Certificate of Revival at $200 plus every year of back tax, penalty, and compounding interest, so ignoring the $300 gets expensive quickly.

A Delaware LLC pays a flat $300 under 6 Del. C. § 18-1107(b), with no calculation involved. A Corporation's tax is calculated under 8 Del. C. § 503 by whichever of two methods it chooses. The Authorized Shares Method starts at $175 and rises with the number of shares authorized in the Certificate of Incorporation, which is why a startup that authorized 10 million shares can see a first bill of $1,000 to $5,000. The Assumed Par Value Capital Method starts at $400 and is based on issued shares and gross assets, so it is usually far cheaper for a company holding few assets, and most Corporations recalculate on that basis. The maximum under either method is $200,000 a year.

No, and the difference is the point. The franchise tax is a flat $300 charged for the privilege of keeping the entity registered in Delaware, so it does not move with revenue, profit, assets, or member count: a dormant LLC and a highly profitable one owe exactly the same amount. Delaware separately does not impose state income tax on an LLC whose income is earned outside Delaware (30 Del. C. § 1126), and most non-resident-owned LLCs have no Delaware nexus, so for them the franchise tax is the only Delaware state-level obligation. Delaware's gross receipts tax and its 8.7% corporate income tax both apply only to businesses with actual Delaware operations.

Most non-resident founders want a US business bank account to accept payments via Stripe and to deal with US clients smoothly. The LLC itself does not legally require a US account, but you cannot connect a non-US bank to Stripe for a US LLC. Delewarellc applies to 4-5 banks per customer to maximize the chance of approval.

In 2026 the most reliable US business accounts for non-resident Delaware LLC owners are Wise Business and Payoneer, followed by Relay and Lili. Mercury (Choice Financial Group) tightened its non-resident approval criteria in 2025-2026 and now rejects many applications. Delewarellc applies to 4-5 banks (Mercury, Wise, Relay, Lili, Payoneer) per customer to maximize the odds that at least one approves.

The Delewarellc Delaware LLC bundle includes: Certificate of Formation filing, the $110 Delaware state fee, registered agent for Year 1, EIN application via Form SS-4, an Operating Agreement template, applications to 4-5 banks, WhatsApp support in 5 languages, and a Form 5472 awareness brief.

Year 2 onwards, you owe the Delaware $300 franchise tax (due June 1) and registered agent renewal (approximately $99 with Delewarellc, $50 with Harvard Business Services, more elsewhere). No mandatory Delewarellc subscription. We send free reminders so you do not miss deadlines.

No. The $297 plus Delaware state fee covers the bundle listed on the pricing page. Bank approval is outside our control. CPA filings for Form 5472 are a separate cost paid to the CPA, not to Delewarellc. We do not take referral fees.

Stripe Atlas forms Delaware C-Corporations only, at $500, and connects you to Mercury as the single banking option. Delewarellc forms Delaware LLCs for $297 plus the $110 state fee, applies to 4-5 banks (Mercury, Wise, Relay, Lili, Payoneer) to maximize non-resident approval odds, and provides founder support on WhatsApp in English, Bangla, Hindi, Urdu, and Arabic. Choose Stripe Atlas if you specifically need a C-Corp for venture-capital fundraising; choose Delewarellc if you are a bootstrap or pre-VC founder who wants an LLC with pass-through taxation and multi-bank, multilingual support.

No. Incfile rebranded to Bizee in 2024; it is the same company, founded in 2004, not a new or different service. Older reviews, coupon codes, and search results still use the 'Incfile' name, but the product, pricing structure, and support are Bizee's. If you formed an LLC under Incfile, your account and registered agent simply carry over under the Bizee brand.

Bizee's headline formation fee can be $0 plus the state fee, but the recurring cost is the registered agent renewal, which runs about $149 per year after any introductory period. On top of that, every Delaware LLC owes the flat $300 Delaware franchise tax each year by June 1, regardless of provider. So a Bizee-formed Delaware LLC typically costs roughly $449 per year from Year 2 onward (registered agent renewal plus franchise tax), before any optional add-ons.

Not directly. Bizee has no primary US bank integration, so a non-resident founder is left to find and apply to a US bank on their own, usually the hardest step from abroad. Delewarellc, by contrast, submits applications to 4-5 remote-friendly options (Mercury, Wise, Relay, Lili, Payoneer) as part of its $297 bundle to maximize approval odds.

Dissolving a Delaware LLC costs $200 for the Certificate of Cancellation (a flat state fee), plus any outstanding franchise tax, the flat $300 per open year, which Delaware will not waive or prorate, plus roughly $200-$500 for a CPA to prepare the final Form 5472 and pro forma Form 1120. Budget $400-$1,000 all in, depending on how many tax years are open and whether you use a CPA.

Plan 60-90 days for a clean wind-down. The Delaware Certificate of Cancellation itself is processed in about 1-2 weeks (expedited options exist), but the timeline is driven by settling obligations, closing bank and payment accounts in the right order, and the final federal tax filing. The state filing is the fast part; the tax and banking wind-down is what takes the most time.

Yes. Delaware will not accept a Certificate of Cancellation unless the LLC's franchise tax account is current. You must pay the flat $300 franchise tax for every open year, plus any $200 late penalty and 1.5% monthly interest. Delaware does not prorate the tax for a short final year, so cancelling in, say, March still owes the full $300 for that year. Once cancellation is filed, no further franchise tax accrues.

Yes. The Certificate of Cancellation can be filed through the Delaware Division of Corporations' online portal at icis.corp.delaware.gov, which is also where you check the entity's status and pay outstanding franchise tax. Paper filing by mail to the Division of Corporations, 401 Federal Street, Suite 4, Dover, DE 19901 is still accepted. Either route costs the same flat $200 state fee.

Cancelling the entity does not erase its debts. Under 6 Del. C. § 18-804 an LLC must pay, or make reasonable provision for, all known claims before distributing anything to members, and a member who receives a distribution while a known claim is unpaid can be pursued for it up to the amount received. Delaware also allows claims against the cancelled LLC to be brought for three years after cancellation, so notify creditors in writing and settle obligations before you file.

Yes, one final time. A foreign-owned single-member LLC files a final Form 5472 with a pro forma Form 1120 covering the short year from January 1 through the dissolution date, marked as a final return. The final distribution of remaining cash to the foreign owner is itself a reportable transaction. Delaware sends no signal to the IRS when it cancels an entity, so skipping this leaves the $25,000-per-form penalty exposure open even though the company no longer exists.

There are 45 trademark classes under the international Nice Classification system that the USPTO uses. Classes 1 through 34 cover physical goods and classes 35 through 45 cover services, so 34 classes are for goods and 11 are for services. You file, and pay a separate government fee, for each class your goods or services fall into, so the number of classes you claim is the single biggest driver of what a federal trademark application costs.

Choose the class that matches what you actually sell today, not what you might sell later. Describe your product or service in concrete terms and map it to the class that covers it: software accessed in a browser (SaaS) is usually Class 42, downloadable software is Class 9, online retail store services fall in Class 35, and physical goods sit in classes 1 through 34 by product type. If one brand name covers both a store and the product it sells, you may legitimately need two classes. Avoid claiming classes for goods or services you do not genuinely provide, because an over-broad registration can be challenged.