Forming an Delaware LLC
(2025 Guide)
2025 LLC Guide
How to Start an LLC in Delaware 2025 Step-by-Step Guide
Discover how to start an LLC in Delaware our step-by-step guide. Learn the essential requirements and process to form your business today.
To establish an LLC in Delaware, submit a Certificate of Formation to the Delaware Division of Corporations. The fee is $90, and approval typically takes 10 days.
Here are the 6 steps for creating an LLC:
Choose an LLC Name
Select a Registered Agent
File a Certificate of Formation
Draft an Operating Agreement
Obtain an EIN
Acquire a Business License
If you prefer to set up your LLC independently, consult our free guide below. Alternatively, for assistance, we suggest hiring Northwest Registered Agent.
How much does it cost to establish an LLC in Delaware?
The initial fee to start an LLC in Delaware is $90. After that, there’s an annual fee of $300. What do these fees cover? The $90 is the charge for filing the Certificate of Formation, which officially creates your LLC. The $300 annual fee is for the Annual Franchise Tax Report, a required filing to maintain your LLC’s good standing. For more details, refer to LLC Costs in Delaware.
How long does it take to obtain an LLC in Delaware?
If you submit your LLC application via mail, approval takes 10 business days, plus mailing time. However, if you apply online, your LLC will be approved within 10 business days. Check How long does it take to get an LLC in Delaware for any potential delays.
Here are the steps to forming an LLC in Connecticut
1. Search Your LLC Name
Begin by checking the availability of your desired LLC name in Delaware. This is important because two businesses in the state cannot share the same name.
First, conduct a search to compare your proposed business name with existing ones in Delaware. Use the Division of Corporations’ Name Availability Search to ensure your LLC name is unique.
Next, familiarize yourself with the state’s naming rules to ensure your LLC name is approved. We’ll cover these details further here: Delaware LLC Name.
2. Select a Delaware Registered Agent
The following step involves selecting a Registered Agent. A Delaware Registered Agent is an individual or company responsible for receiving legal mail and state notices on behalf of your Delaware Limited Liability Company.
Who is eligible to be an LLC Registered Agent? You have three options for appointing a Registered Agent:
You
A friend or family member
A Registered Agent Service
Delaware mandates that LLC Registered Agents must maintain a physical street address within the state. PO Boxes are not permissible. The name and address of the Registered Agent will be included in public records.
If you lack an address in Delaware or desire increased privacy, you can opt for a Registered Agent Service for your LLC.
We suggest Northwest Registered Agent
One of the aspects we appreciate most about Northwest is their willingness to allow you to use their office address for your LLC filing. This ensures your personal address is not listed in public records.
Additionally, they provide a service to scan any mail addressed to your LLC and upload it to your online account. Northwest offers exceptional customer service, and we trust them as our own Registered Agent.
3. Submit Delaware Certificate of Formation
To establish an LLC, you must submit the Delaware Certificate of Formation. This document is filed with the Delaware Division of Corporations.
The cost for filing the Delaware Certificate of Formation online is $90. This fee is a one-time payment necessary to form your LLC. If you prefer to handle the filing yourself, check out our detailed guide: Delaware Certificate of Formation. Alternatively, you can employ a service to manage it for you.
4. Draft an LLC Operating Agreement
An LLC Operating Agreement acts as a complementary document to the Certificate of Formation. While the Certificate of Formation establishes your LLC, the Operating Agreement identifies the owners of the LLC.
Moreover, many banks require an Operating Agreement when setting up an LLC bank account. It is also invaluable if legal issues arise, as it demonstrates the proper management of your LLC. For these reasons, we advise all LLCs, including Single-Member LLCs, to have an Operating Agreement.
Additionally, an Operating Agreement is considered an “internal document.” This means you don’t need to file it with the state or the IRS (Internal Revenue Service). Simply keep a copy with your business records. You can download a free template below. Then, watch our Delaware Operating Agreement video for a step-by-step guide on how to complete it.
5. Obtain an EIN for Your LLC
The following step is to secure a Delaware EIN from the IRS for your LLC. Note: An EIN, also known as a Federal Tax ID Number or Federal Employer Identification Number, is essential.
An EIN is needed to:
– Identify your LLC for tax purposes
– Open a business bank account
– Apply for business licenses and permits
How much does an EIN cost? The IRS provides an EIN at no charge.
How long does it take to receive an EIN? Online applications are processed in 15 minutes, while mail or fax applications may take 1-3 months.
How can I obtain an EIN?
– US Citizens/Residents: With an SSN or ITIN, apply online. Follow these instructions: Apply for an EIN online.
– Non-US Residents: You can’t apply online, but you can obtain an EIN via fax or mail. See these instructions: How to get an EIN without an SSN or ITIN.
6. Delaware Business Licenses and Permits
All LLCs established in Delaware must obtain a general business license from the Delaware Division of Corporations.
Additionally, based on your LLC’s location, a local business license or permit might be necessary. For instance, if you’re planning to open a daycare, a business license from the city or county could be required. For further details, visit our Delaware LLC Business License page.
What should I do after my LLC is approved?
Upon approval of your LLC, there are several important steps to take.
File your Delaware Annual Franchise Tax Report:
Every Delaware LLC is required to submit an Annual Franchise Tax Report each year. This report is essential for maintaining your LLC’s good standing with the state.
How much does it cost to file a Delaware Annual Franchise Tax Report?
The filing fee for the Annual Franchise Tax is $300 annually.
When is the Annual Franchise Tax Report due? Your report and the filing fee must be submitted by June 1st every year.
When is the first Annual Franchise Tax Report due? Your initial Annual Franchise Tax is due the year following your LLC’s approval. For instance, if your LLC was approved on March 15, 2025, your first $300 payment is due by June 1, 2026.
How can I file my LLC Annual Franchise Tax Report? The report must be filed online. Follow our step-by-step guide here: Delaware LLC Annual Franchise Tax.
Open a business bank account for your LLC:
Establishing a separate bank account for your LLC simplifies accounting and record-keeping. It also helps preserve your personal liability protection by keeping business and personal finances distinct.
File and pay taxes:
LLCs do not pay federal income tax directly. Instead, LLC members are responsible for paying taxes on the LLC’s income through their personal tax returns.
How is my LLC taxed? By default, the IRS taxes an LLC based on its ownership structure: A Single-Member LLC is taxed like a Sole Proprietorship, while a Multi-Member LLC is taxed like a Partnership. Alternatively, you can opt for your LLC to be taxed as a C-Corporation or S-Corporation.
Apart from federal taxes, you must also consider state and local income taxes, as well as gross receipts tax. Learn more in Delaware LLC Taxes.
Helpful Resources
How to Start an LLC in Delaware FAQs
Can I start an LLC online in Delaware?
Certainly, you can submit your LLC application online in Delaware. The filing fee for the Certificate of Formation is $90. Once you file your LLC formation documents online, your LLC will be approved within 10 business days.
What are the benefits of an LLC?
One major advantage of an LLC is the protection it offers to your personal assets. If your business faces a lawsuit, your personal assets—such as your home, vehicles, and bank accounts—remain safeguarded. This protection extends to all LLC members, whether you have a Single-Member or Multi-Member LLC. All LLC owners are shielded from business debts and liabilities. This kind of protection isn’t available for Sole Proprietorships or Partnerships, where owners are exposed to lawsuits. For this reason, Limited Liability Companies (LLCs) are a favored business structure.
Another benefit is LLC pass-through taxation. The LLC itself doesn’t pay federal income taxes; instead, profits “pass through” to the LLC Members, who then report and pay taxes on their personal tax returns. Delaware state income taxes are similarly structured, honoring the federal tax treatment of your LLC. To know more, please refer to How are LLCs taxed.
Is Delaware a good state to start an LLC?
Whether Delaware is a suitable state to launch an LLC depends on your residence and business operations. If you reside or conduct business in Delaware, starting your LLC there is advisable. Despite various online claims about favorable tax rates in certain states, these benefits only apply if you live and do business in that state.
For instance, if you establish an LLC in Delaware but live and operate in Maryland, you’ll need to register your Delaware LLC in Maryland as well, incurring additional fees. Ultimately, you’ll still be required to pay Maryland taxes, resulting in extra costs and complications without any real advantages. In conclusion, if you live and conduct business in Delaware, it’s a good choice for starting a business. However, if you don’t, then Delaware isn’t the ideal state for your LLC.
Real estate exception: If you’re buying real estate outside of Delaware, you should form your LLC in the state where the property is situated. For more details, see Why You Shouldn’t Form an LLC in Delaware and Best State to Form an LLC.
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