Delaware LLC: How to Start an LLC in Delaware (2026 Guide)

Learn how to start an LLC in Delaware in 2026. Step-by-step guide to filing a Certificate of Formation, choosing a registered agent, and getting your EIN.

Delaware is famous for business-friendly laws, and thousands of companies form there every year. To start an LLC in Delaware, you file a Certificate of Formation with the Division of Corporations, name a registered agent, and pay an annual franchise tax. The process is fast and well documented.

Why Delaware is popular for LLCs

Delaware has a well-established body of business law and a specialized court system that handles corporate disputes quickly. That's why so many large companies incorporate there. For small businesses, the main draws are the fast filing process, the predictable legal framework, and the state's reputation for being business-friendly.

It's also worth noting that Delaware doesn't tax LLC income at the state level when the LLC doesn't do business in Delaware, which is one reason out-of-state owners consider forming here.

Name rules for a Delaware LLC

Your LLC name must include "LLC", "L.L.C.", or "Limited Liability Company". It can't be the same as another name on file with the Division of Corporations, and it can't include restricted words like "bank" or "trust" without approval.

• Search the Delaware Division of Corporations name database first.
• You can reserve a name for 120 days with a name reservation.
• A DBA lets you operate under a different name if needed.

Registered agent requirement

Every Delaware LLC must have a registered agent with a physical street address in Delaware. The agent receives legal documents and official mail on your behalf. If you don't live in Delaware, you'll need a registered agent service, which is standard practice for out-of-state owners.

Filing the Certificate of Formation

The main filing is the Certificate of Formation, submitted to the Delaware Division of Corporations. You'll provide the LLC name, the registered agent, and the names of the organizers. Filing online is fast, and the state is known for quick turnaround.

1. Choose a name and check availability.
2. Pick a registered agent with a Delaware address.
3. Complete the Certificate of Formation.
4. Pay the filing fee and submit.
5. Get an EIN from the IRS.

Annual franchise tax

Delaware LLCs pay an annual franchise tax to the Division of Corporations. The amount is based on the number of members or the value of the LLC's assets, and it's due by June 1 each year. The fee is modest for most small LLCs, but check the current schedule for your situation.

EIN and when Delaware makes sense

You'll need an EIN from the IRS if your LLC has employees or more than one member. Even a single-member LLC usually wants one to open a business bank account. The IRS issues EINs for free online.

Delaware makes the most sense if you plan to raise outside investment, expect to grow into a larger company, or want the state's well-known legal framework. If you operate entirely in another state, you'll likely need to register there as a foreign LLC too, which adds fees and paperwork.

• Certificate of Formation: typically around $90, check the current schedule.
• Annual franchise tax: varies, due by June 1.
• Registered agent service: often $50 to $300 per year.
• EIN: free from the IRS.

For a closer look at what you'll spend, read our guide to LLC costs. You can also compare LLC formation options and learn about foreign LLC registration. For state-specific details, visit our Delaware state page.

Frequently Asked Questions

How much does it cost to start an LLC in Delaware?

The Certificate of Formation filing fee is typically around $90, and the annual franchise tax is due each year by June 1. You'll also need a registered agent, which costs $50 to $300 per year if you use a service. An EIN is free from the IRS.

Does a Delaware LLC need a registered agent?

Yes. Every Delaware LLC must have a registered agent with a physical street address in Delaware. The agent receives legal documents and official mail on your behalf. If you don't live in Delaware, you'll need a registered agent service, which is standard for out-of-state owners.

Does Delaware require an annual report for LLCs?

Delaware LLCs pay an annual franchise tax rather than filing a traditional annual report. The tax is due by June 1 each year, and its amount depends on the number of members or the value of the LLC's assets. Check the current schedule for exact figures.

Should I form my LLC in Delaware if I don't live there?

Only if you expect to raise outside investment or want Delaware's well-known legal framework. If you operate entirely in another state, you'll need to register as a foreign LLC there too, which adds fees and paperwork. For most local small businesses, home-state formation is simpler and cheaper.

How long does it take to form an LLC in Delaware?

Delaware is known for quick turnaround. Online Certificate of Formation filings are usually processed within one to two business days, and expedited service is available for an extra fee. Once approved, you can get an EIN from the IRS the same day.