Delaware annual report & compliance · Reviewed November 2026
Delaware Annual Report Filing
Delaware corporations file an annual report and pay franchise tax by March 1. The annual report fee is $50, and franchise tax starts at $175 under the authorized-shares method. LLCs pay a $400 annual tax by June 1 but do not file an annual report. Nonprofits file by March 1 with a $25 fee.
At a glance
Who must file in Delaware
All Delaware corporations, LLCs, limited partnerships, general partnerships, and nonprofit corporations that remain active in the state’s records.
The filing is separate from the entity’s income tax return, sales tax return, and payroll filings. Being current with the annual report does not by itself mean the entity is current on its taxes, and vice versa.
Delaware annual report by entity type
| Entity | Due | State fee | Notes |
|---|---|---|---|
| Corporation | March 1 | $50 plus franchise tax (minimum $175 under the authorized-shares method) | — |
| LLC | June 1 | $400 annual tax; no annual report | The tax is not prorated. |
| Nonprofit corporation | March 1 | $25 | — |
How to file the Delaware annual report
- Confirm the entity and registered agent. Use the name and entity number on file with the Delaware Division of Corporations. Confirm the registered agent and principal office are current.
- Gather the required information. Most reports ask for the principal office, registered agent, and the names or addresses of officers, directors, managers, or members.
- Prepare and review the report. Use the state’s online filing system or the current paper form. Review the entity type and filing period before submitting.
- Pay the state fee. The fee is paid to the state, separate from any service fee charged by our office. Save the confirmation and filed copy.
- Calendar the next deadline. Add the next annual or biennial due date to the entity calendar, and coordinate it with the registered agent and tax calendars.
What happens if the Delaware report is late?
Delaware adds penalties and interest for late corporate reports and franchise tax. A late LLC annual tax incurs a $200 penalty plus 1.5% interest per month. Continued delinquency can lead to loss of good standing and eventually dissolution or cancellation.
If the entity has already lost good standing, reinstatement is usually a separate filing with its own fee. The longer the report remains unfiled, the more likely the state is to dissolve, revoke, or administratively terminate the entity.
Delaware filing notes
Delaware is unusual because the corporation annual report and the LLC annual tax are different obligations. A corporation files an annual report and calculates franchise tax, while an LLC pays a flat annual tax and files no report. The due dates also differ: March 1 for corporations and nonprofits, June 1 for LLCs.
Franchise tax is not the same as the federal income tax return. It is a Delaware privilege tax calculated from authorized shares or assumed par value capital. The minimum is $175 under the authorized-shares method and $400 under the assumed par value method, but the amount can rise significantly for companies with large share structures.
Delaware annual report questions
Official Delaware resources
- Delaware Division of Corporations – Annual report and tax instructions
- Delaware Division of Corporations – LLC/LP/GP franchise tax
Fees, forms, and deadlines were reviewed in November 2026 and can change. This guide is general information, not legal, tax, or accounting advice. Confirm the current requirement with the Delaware Division of Corporations or your professional adviser before filing.