Once all necessary information and completed documents have been prepared, the next step involves submitting them to the Delaware Secretary of State. Senior officer positions are typically governed by the corporation’s board of directors. As your business grows, your compliance needs become more complex.

In Delaware, LLCs are not required to file an annual report. There is a minimum franchise tax of $175 and a minimum filing fee of $50. The total minimum to pay on a Delaware franchise tax and the annual report is $225 a year. A Delaware corporation must file its Annual Report electronically. Often, that task is addressed by a corporation’s registered agent, who files the report and makes the tax payment directly to the State’s system as part of its suite of services.

In addition to complying with state-level regulations, LLCs in the United States must also adhere to federal requirements. An LLC might elect to be taxed as a corporation rather than as a partnership or sole proprietorship. An all-in-one company management platform that lets you focus on building your business, not administrative tasks. We’re all about sharing that life-changing advice to businesses and entrepreneurs around the world. This content is not legal advice, it is the expression delaware llc annual report of the author and has not been evaluated by LegalZoom for accuracy or changes in the law. Filing your Delaware Annual Report doesn’t have to be a bureaucratic nightmare.

If you have questions about your specific state tax responsibilities, talk to a business or tax attorney in Delaware. As of 2023, rates for the gross receipts tax currently range from .0945% to 1.9914% depending on the type of business involved. Delaware is one of just a few states that doesn’t have a sales tax.

• If you do not, then you will be fined, be put into bad standing, and the state will administratively dissolve your LLC.
• Maintaining good standing in Delaware requires adherence to several ongoing compliance obligations after initial registration.
• There is actually no filing fee in the state of Delaware, but there is a separate $300 annual tax.
• By submitting this report, you’re essentially telling Delaware, “Yes, we’re still operating, and here’s what’s changed since our last filing.”

An annual report filing is a mandatory requirement for all LLCs. It ensures that all the information provided by the LLC is accurate & updated. This information is essential for the State officials to ensure that all the companies pay taxes. In addition to making tax payments, the LLC is also required to submit an annual reconciliation report, known as Delaware Form W-3, to the Division of Revenue. For Domestic and Foreign Limited Liability Companies registered in Delaware, the annual tax (or “annual franchise tax”) is a fixed annual amount of US$300. The payment needs to be made no later than June 1st every year.

Delaware Annual Report Filing: Deadlines, Fees, and Compliance Solutions

That’s because you’ll automatically be enrolled in Renewal Service, so we’ll complete your annual filing for you. Because no annual report is required, LLCs do not need to disclose member or manager information to the state. This makes Delaware a popular jurisdiction for privacy-minded business owners. LLCs only need to maintain internal records identifying members and managers.

Stay Compliant with Managed Annual Report Service

The first step is to calculate the “assumed par” by dividing total gross assets by the total number of issued shares. The tax is calculated at a rate of $400 for each $1,000,000 of the assumed par value capital, with a minimum tax of $400. Unlike most states, Delaware doesn’t require LLCs to file annual reports. However, the state does require LLCs to pay an annual tax (see below). Limited Liability Companies registered in Delaware do not pay a franchise tax or file an annual report.

With Discern’s platform, you can manage all your compliance needs from a single dashboard, track deadlines automatically, and file reports in minutes instead of hours. Our system handles multi-state compliance simultaneously, pre-fills forms with your entity information, and ensures you never miss a critical deadline again, including for multi-state franchise tax. Watch out for processing fees on credit card payments—they typically add about 2.5% to your total. ACH transfers usually come without extra fees, making them the smarter choice for larger payments. Also note that the state requires ACH for transactions over $5,000.

In this article, we break down the Delaware Annual Report. We’ll cover what the report requires and provide you with the steps you need to follow to complete and submit your company’s Annual Report. Filing the Annual Report is crucial for maintaining a Delaware corporation’s good standing in the state. Corporations are required to file Annual Reports each year following their incorporation to maintain this status. If your company has employees, you’ll probably need to pay federal and state employer taxes.

Before the Certificate of Revival can be filed with the Secretary of State, the company must settle any outstanding state franchise tax and submit any overdue Annual Reports. Complete the Delaware Annual Report by entering the company’s business address, and the names and addresses of each director and one senior officer. Once filled, submit the report along with your Franchise Tax payment. Begin by opening a State of Delaware withholding account using the state’s One Stop business licensing and registration system. Once you’ve registered, you’ll need to file withholding taxes on a periodic basis—for example, monthly, eighth-monthly, or quarterly.

• One of the key tasks is paying and reporting business taxes to the state.
• Other than close corporations, all Delaware corporations have directors.
• It provides basic information about the company, such as where it’s located, who the registered agent is, the names of its directors, and its financial status.
• Learn what a Delaware registered agent does, and why you need one.

Gain a full understanding of what a Delaware annual report is, what it needs to contain, when it’s due, and how to file so that you can stay in compliance with state law and remain in good standing. Keeping track of which filings apply to your specific business type can quickly become overwhelming, especially if you manage multiple entities across different states. If a corporation loses its good standing for more than three years, the state will put the entity into “void” status, and the company’s corporate charter will be revoked. Senior officers in a corporation are responsible for the daily management of the business. Their primary duty is to implement the business strategies put in place by the company’s directors. Check out our section on running your LLC for more information on how to manage and operate your company.

The penalty fee for filing late is a hefty $200, plus interest. Unlike foreign corporations, foreign LLCs do not have to submit additional reports by mail. However, they are expected to maintain a registered agent in Delaware and remain compliant with state tax and business licensing rules. Any corporation that is physically located outside of Delaware is considered a foreign corporation. As a foreign corporation, the annual report and filing fee must be submitted by mail. Once your payment is submitted, you are done until the following year.