Delaware Annual Report Deadline (free 2026 tool)

What this tool does

Shows Delaware franchise tax and annual report deadlines. LLCs owe only $300 flat franchise tax due June 1. Corporations file annual report by March 1 plus franchise tax.

Who needs it

All Delaware LLC and Corporation owners.

How it works

1. Select entity type (LLC or Corporation).
2. Tool displays applicable deadlines.
3. For LLCs: $300 due June 1. For Corporations: annual report + franchise tax due March 1.

Inputs

• Entity type (LLC or Corporation)

Output

Deadline date, amount owed, and late-payment penalty schedule.

What this calculator actually computes

This tool answers a single deadline question that trips up a large share of non-resident founders: when is my Delaware filing due, and how much do I owe. You pick an entity type, and the calculator returns the relevant date, the dollar amount, and the late-payment schedule that applies if you miss it. For a Delaware LLC, the output is a flat $300 franchise tax due June 1 each year, with no separate annual report form to file. For a Delaware Corporation, the output shifts to an annual report plus a franchise tax, both due by March 1. The reason this matters is that the two entity types share almost no deadline logic, and founders who read advice written for one type often apply it to the other and miss the date entirely.

The calculator is deliberately narrow. It does not file anything for you, it does not pull your account balance from the state, and it does not estimate corporate franchise tax across the two calculation methods Delaware uses for stock corporations. It tells you the date and the baseline amount so you can plan cash and set a reminder. If you formed a single-member LLC as a non-resident, the answer you will see almost every time is the same: $300, June 1. That simplicity is the point. Most of the panic around Delaware compliance comes from not knowing the number, and once you know it is a fixed $300 with a predictable due date, the task becomes a calendar entry rather than an open-ended worry.

Why the LLC number is always $300 and never scales

Delaware charges LLCs an annual franchise tax that is a flat $300 regardless of revenue, profit, member count, or whether the company traded at all during the year. This is one of the few places where a non-resident founder gets a genuinely simple rule. A corporation's franchise tax can swing into the thousands depending on shares and method, but an LLC is fixed. The calculator reflects this by showing the same $300 figure for every LLC, because the state does not vary it. A dormant LLC that earned $0 still owes the full $300. An LLC that earned six figures owes the same $300. There is no tiering and no proration for a short first year in the sense that would lower the amount.

Founders frequently confuse this franchise tax with income tax, and they are not the same thing. The $300 is a privilege fee for keeping the LLC in good standing in Delaware. It has nothing to do with federal income tax, the Form 5472 and Form 1120 reporting obligation that foreign-owned single-member LLCs carry, or any tax in your home country. When the calculator shows $300, read it as a standing fee to keep the entity alive, separate from anything the IRS expects. Treat the two streams as independent: one keeps Delaware happy, the other keeps the IRS happy, and missing either one carries its own penalties.

How to read the entity-type input

The single input that drives everything is entity type. You choose LLC or Corporation, and the output branches from there. Most readers of this site formed an LLC, so the LLC path is the one that applies. If you are unsure which you formed, check your Certificate of Formation, the document Delaware issued when your company came into existence for the $110 state fee. A Certificate of Formation means you have an LLC. A Certificate of Incorporation means you have a Corporation, and the deadlines are completely different. Picking the wrong type here gives you the wrong date and the wrong amount, so it is worth a thirty-second check of your formation paperwork before you trust the result.

The reason the tool asks only this one question is that, for an LLC, nothing else changes the answer. Your formation date does not move the June 1 due date. Your revenue does not move the $300. Your number of members does not move it. A Corporation would need more inputs to estimate its franchise tax accurately, because that figure depends on authorized shares and assets, but the calculator keeps the Corporation branch at the deadline level rather than estimating the variable tax. So for LLCs the input is genuinely one field, and the output is deterministic. If you operate more than one Delaware LLC, run the logic once per entity, because each one owes its own separate $300 and each has its own June 1 obligation. They are not pooled.

Reading the output: date, amount, and penalty

The output has three parts and each one deserves attention. The date tells you the last day to pay without penalty. For an LLC that is June 1. The amount tells you what is due, which for an LLC is $300. The penalty schedule tells you what happens if June 1 passes unpaid, and this is the part founders skip and later regret. Delaware adds a $200 late penalty the moment you cross the deadline, and then layers interest of 1.5% per month on the unpaid balance until you settle. So a missed $300 payment does not stay $300. It becomes $500 plus monthly interest, and it keeps growing.

Read the penalty line as a running meter, not a one-time fine. The $200 is fixed, but the 1.5% monthly charge compounds the longer the balance sits. Consider the practical math: miss the date and ignore it for six months, and you are looking at the original $300, the $200 penalty, and roughly 9% in accumulated monthly interest on the outstanding amount. The numbers are small relative to a real tax bill, but the real cost is loss of good standing, which can block you from getting a Certificate of Good Standing when a bank or payment processor asks for one. The calculator surfaces this schedule so you treat the deadline as firm rather than flexible.

A worked example for a single-member non-resident LLC

Take a common case. You are a founder outside the United States, you formed a single-member Delaware LLC in February 2025, and you run a small software business with no US office. You open this calculator, select LLC, and the output reads: amount $300, due June 1, late penalty $200 plus 1.5% per month. That is your complete Delaware franchise obligation for the year. You do not file a separate annual report, because Delaware does not require one from LLCs. You simply pay the $300 through the state's online portal before June 1, 2026, and your entity stays in good standing.

Now extend the example. Your LLC earned nothing in its first months because you were still building. The $300 is still owed in full, because the franchise tax does not depend on income. Separately, because you are a foreign owner of a single-member LLC, you also have a federal obligation that this tool does not cover: filing Form 5472 attached to a pro forma Form 1120, where a missed or late filing carries a $25,000 penalty. The calculator's job is to keep the Delaware side clear so you do not let the $300 slip while focused on the federal paperwork. Two separate deadlines, two separate authorities, and this tool owns only the Delaware one.

Why LLCs and Corporations have different due dates

Delaware split these two entity types into different compliance tracks on purpose. An LLC pays a flat $300 by June 1 and files no annual report. A Corporation files an annual report and pays a franchise tax, both by March 1, and the corporate franchise tax is calculated from share structure rather than fixed. If you select Corporation in the calculator, the deadline moves three months earlier in the year and a report requirement appears that LLCs never face. This is the single most common point of confusion, because generic Delaware compliance articles often describe the corporate March 1 report as if it applied to everyone.

For the non-resident founder, the takeaway is to anchor on your actual entity. If you hold an LLC, ignore everything written about the March 1 corporate annual report, because none of it touches you. Your one date is June 1 and your one number is $300. If you later convert to a Corporation or form one for a fundraising round, your compliance calendar changes and you would re-run the tool as a Corporation to see the March 1 report obligation. The calculator exists in part to stop people from copying the wrong deadline across entity types, which is exactly the kind of mistake that produces an avoidable $200 penalty.

Common mistakes this tool helps you avoid

The errors that cost founders money here are predictable, and most of them come from misreading which rule applies. A short list of the ones the calculator is built to prevent:

• Assuming an LLC files a March 1 annual report. It does not. LLCs pay $300 by June 1 with no report.
• Believing the $300 scales with revenue. It is flat for every LLC regardless of income.
• Treating the franchise tax as income tax. They are separate obligations to separate authorities.
• Skipping payment because the LLC was dormant. A dormant LLC still owes the full $300.
• Forgetting the penalty compounds. The $200 is fixed but the 1.5% monthly interest keeps accruing.
• Pooling multiple LLCs into one payment. Each Delaware LLC owes its own separate $300.

Beyond these, the subtler mistake is timing the payment too close to June 1 and relying on a foreign card or a slow bank transfer that does not clear in time. A payment initiated on June 1 but not posted until June 3 can still trip the late flag. Founders banking through providers like Mercury, Wise, Relay, Lili, or Payoneer should fund the payment a few days early so the transaction settles before the deadline rather than on it. The calculator gives you the date so you can build in that buffer instead of cutting it fine.

Edge cases: first year, late formation, and dissolution

A few situations deserve special handling. If you formed your LLC late in the year, say in November 2025, your first $300 is still due June 1, 2026, on the normal cycle. Delaware does not prorate the franchise tax down for a partial first year, so a company that existed for only a few weeks before the cycle still faces the full flat amount on the next June 1. Plan for the $300 from the day you form, not from the day you start earning. The tool shows the standing amount, and the standing amount does not shrink for newcomers.

Another edge case is winding down. If you intend to close the LLC, paying the $300 alone does not end the obligation. You must formally dissolve the entity with Delaware, and until you do, the franchise tax keeps accruing each year whether or not the business operates. Founders who simply abandon an LLC often discover years of stacked $300 charges plus $200 penalties plus compounding interest when they try to reactivate or get a Certificate of Good Standing. The calculator's amount reflects one year's standing fee, so if you have skipped prior years, treat the displayed figure as the current cycle only and expect prior balances to be owed on top.

What the BOI and EIN context does and does not change here

Two adjacent obligations often get tangled with this deadline, so it helps to set them aside cleanly. First, the federal Beneficial Ownership Information report. Under the FinCEN interim final rule issued March 26, 2025, domestically formed entities including US LLCs are exempt from BOI reporting, so a Delaware LLC formed in the United States does not file BOI. That has no effect on your $300 franchise tax, which is a separate state obligation. Do not let "I do not file BOI" become "I have no Delaware deadline," because the June 1 franchise tax still stands.

Second, the EIN. You get your federal Employer Identification Number for free by filing Form SS-4, which for non-residents typically takes around 8 to 10 business days. Having an EIN is necessary for banking and for the Form 5472 filing, but it does not register you for or change the Delaware franchise tax. The calculator operates entirely at the state level. Whether your EIN arrived or is still pending, your $300 is due June 1 all the same. Keeping these three lanes separate, Delaware franchise tax, federal income reporting, and BOI status, is the cleanest way to avoid paying for a problem you do not have while missing one you do.

What to do once the calculator gives you a date

The result is only useful if it turns into an action. The moment you see June 1 and $300, do three things. Set a recurring annual reminder for mid-May so you pay with a buffer rather than on the deadline. Confirm your banking provider can move $300 to the state portal with a few days to clear. And note the entity name and Delaware file number you will need at payment time, since the state portal asks for them. If you run several LLCs, repeat this for each one and schedule each $300 separately, because they are billed per entity and not pooled.

If the date has already passed when you run this, do not wait. Pay the $300 plus the $200 penalty immediately and accept the interest accrued so far, because every additional month adds another 1.5% and prolongs the loss of good standing. Once paid, request a Certificate of Good Standing if a bank or processor needs proof, and reset your reminder for next year. The calculator is a planning instrument: it converts a vague sense that "something is due in Delaware" into a precise date, a precise amount, and a precise penalty curve, which is exactly what a non-resident founder needs to stay compliant without overpaying for advice or services.

How the registered agent fits into this deadline

Every Delaware LLC must keep a registered agent with a Delaware street address, and that agent is the channel through which the state and the courts reach you. The franchise tax deadline and the registered agent are separate obligations, but they interact in a way that catches founders off guard. Your registered agent does not pay the $300 for you by default, and the agent fee is a different charge from the franchise tax. If your agent lapses because you stopped paying their renewal, Delaware can mark the entity as not in good standing even if you paid the $300 on time. Read the calculator's date as the franchise tax line only, and keep a separate note for the agent renewal, which usually falls on the anniversary of formation rather than on June 1.

The practical risk is a notification gap. Delaware and most agents send the franchise tax reminder to the registered agent's address, and the agent then forwards it to whatever email you gave them. If that email is stale or the agent relationship has lapsed, the reminder never reaches you and June 1 passes silently. That is precisely why this calculator is useful as an independent check: it does not depend on a forwarded notice arriving. A few steps keep the two aligned:

• Confirm your registered agent has a current email and forwards Delaware notices.
• Track the agent renewal date separately from the June 1 franchise tax date.
• Do not assume a paid agent fee means the $300 franchise tax is also paid.
• If you switch agents, verify the change is recorded before the next June 1.

What good standing means and when you actually need it

Good standing is Delaware's confirmation that your LLC has met its filing and payment obligations, chiefly the $300 franchise tax. The calculator's penalty line matters mostly because an unpaid franchise tax is the fastest way to lose this status. Losing good standing rarely shuts the business down on its own, but it blocks specific transactions at the moment you need them. A Certificate of Good Standing is the document that proves the status, and Delaware will not issue one while a franchise tax balance, penalty, or accrued interest is outstanding. So the $300 you see in the output is not just a fee, it is the gate to that certificate.

Non-resident founders typically need a Certificate of Good Standing at moments outside their control, which is what makes the deadline worth protecting. Common triggers include opening or maintaining a US business bank account, onboarding with a payment processor, qualifying the LLC to do business in another state, signing a commercial lease, or closing an investment. In each case the counterparty asks for the certificate on a tight timeline, and you cannot produce one until the franchise tax balance is fully cleared. If you let June 1 pass, the path to that certificate runs through paying the $300, the $200 penalty, and the accrued 1.5% monthly interest first. Paying on time keeps the certificate available on demand, which is the quiet reason the deadline carries more weight than its small dollar figure suggests.

Reinstating an LLC after several missed years

The calculator shows one cycle's standing fee, but founders who ignored Delaware for multiple years face a stacked balance, and it helps to understand how that math grows. Each missed June 1 adds another $300, another $200 penalty, and another run of 1.5% monthly interest on the unpaid amounts. Three skipped years is not $300, it is three rounds of $300 plus three $200 penalties plus the interest that accrued across all of them. The entity does not quietly disappear when you stop paying. It remains on Delaware's rolls accumulating charges, which is why abandoned LLCs surprise their owners with four-figure balances when they finally try to use them again.

To bring a delinquent LLC back, you settle the full accumulated balance and, if the entity was administratively canceled, file the paperwork to revive it. Only after the back franchise tax, penalties, and interest are paid in full will Delaware restore good standing and issue a Certificate of Good Standing. The lesson for the result you see in this tool is to treat the displayed $300 as the current year only and to assume nothing about prior years. If you are unsure whether past cycles were paid, that is a question for the Delaware Division of Corporations or your registered agent, because the calculator cannot read your account history. It tells you what one year costs and when it is due, not what you may already owe from years you skipped.

Doing it yourself versus paying for a filing service

Paying the $300 franchise tax is something a founder can do directly through Delaware's online portal in a few minutes, which is worth knowing before you pay anyone to do it for you. The state charges the same $300 whether you file it yourself or a service files it on your behalf, and the calculator shows that base amount, not a marked-up package price. Some founders prefer a one-time paid service, for example a $297 done-for-you setup, to bundle formation, the registered agent, and reminders. That can be reasonable for someone who wants the whole compliance burden handled, but it does not lower the state's $300, and it should not be confused with the franchise tax itself.

The point of separating these is so you know exactly what you are paying for. When a service quotes an annual figure, ask which part is the unavoidable $300 state franchise tax, which part is the registered agent fee, and which part is their service margin. The calculator gives you the state-side number so you have a baseline to check those quotes against. A few questions keep the comparison honest:

• Does the quoted price include the $300 franchise tax or add it on top?
• Is the registered agent fee annual, and is it separate from the franchise tax?
• Will the service actually submit the June 1 payment, or only remind you to?
• What happens, and who pays the $200 penalty, if the service misses the date?

Whether you file yourself or delegate it, the underlying obligation is the same flat $300 on June 1. The calculator's value is that it pins down that figure independently, so neither a missed reminder nor an opaque service quote leaves you guessing about what Delaware actually requires.