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How to Form an LLC in Delaware
How to form an LLC in Delaware ← you are here
This Quick Start Guide is a brief overview of how to form an LLC in Delaware.
Detailed Lessons:
Delaware LLC costs:
LLC formation cost: $90 (one-time fee)
Annual franchise tax: $300 (every year)
Need help?
Hire a company to form your Delaware LLC:
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)
(check out Northwest vs LegalZoom)
Delaware LLC formation
A Delaware Limited Liability Company (LLC) is a legal structure used to protect your personal assets (home, car, bank account) in the event your business is sued.
An LLC can be used to operate a business, or an LLC can be used to hold assets (such as real estate, vehicles, boats, or aircraft).
How to form an LLC in Delaware:
- Search your Delaware LLC name in the state’s database
- Choose who will be your LLC’s Delaware Registered Agent
- File your Delaware Certificate of Formation (by mail or fax; no online filing available) and pay the state’s $90 LLC filing fee
Delaware LLC approval time: 1-3 weeks, however, if you pay $50 extra ($140 total), the state will approve your Delaware LLC within 1 day.
After your Delaware LLC is approved:
- Complete and sign your LLC’s Operating Agreement
- Get a Federal Tax ID Number (also known as an EIN) from the IRS
- Make sure to pay Delaware Annual Franchise Tax ($300 every year) to keep your LLC in good standing with the State of Delaware
We’ve created a free DIY course that will walk you through forming your Delaware LLC step-by-step.
You can find the detailed lessons linked at the top of this page.
Northwest ($39 + state fee) or LegalZoom ($149 + state fee)
(check out Northwest vs LegalZoom)
12 Comments
Thank you for the comments regarding Delaware’s LLCs. I am starting a small independent solar brokerage firm in Massachusetts. I seek out principally rural properties suitable for large solar facility installations and link owners of these properties with solar developers. Your detailed commentary on Delaware requirements have steered be back to my home state with considerable savings in time and money.
Thank You,
Hank Young
Hank, sounds like an excellent business. And you’re certainly correct. Forming your LLC in Massachusetts – since that’s where you’re legally doing business – will certainly be the best bet.
Hello Matt,
Where to form an LLC if you recently declared bankruptcy and want to start over with a business but don’t want people to find out who the owner of the business is?
I guess what I mean is how to open an anonymous corporation or LLC?. I live in California but will be doing some business online and some locally in California.
Thanks.
Hi Alex, this isn’t something that we cover, so we don’t have a specific answer for you. If you form an LLC outside of California, but are doing business in California you’ll likely need to file a Foreign LLC registration in California. I also recommend reading what is doing business in California. Having said that, if you hire a Registered Agent and hire a filing company to form your LLC, there are states where you can keep member’s info off of public records. Take a look at Wyoming, New Mexico, and Delaware. Hope that helps and best wishes.
Hi, Matt
I came across your article and I’m really grateful that I did. That said, I have a question. I do not live within the US but I want to sell on amazon. I want to register my business within the US. As a non-US resident (im not allowed to sell on amazon from my homecountry), which state is best for me to form an LLC keeping in mind all the tax i’ll be entitled to pay?
Is an LLC even advisable for me as a small business owner?
As an amazon FBA seller I’m aware my goods may be stored in other states, which of these states will be best for me to register my business in?
Thanks.
Hi Adepeju, thanks for the kind words. We’re unable to comment on the best state for tax purposes for foreigners. This can vary tremendously. We recommend speaking with an accountant that specializes in US taxes for foreigners. Apologies we could be more specific. Thank you for understanding.
I want to form a 2 member LLC that will invest in a private company (which is composed of 5 S-Corps). My silent partner who owns 20% of the LLC was told DE was the best because my partner wants to avoid corporate taxes. Note we are electing to be taxed as a pass-through and not a corporation. I live in NJ and the private company does business in NY and CA.
Hi Joseph, it comes down to where the LLC is legally doing business. The laws vary by state, so there could be a chance you your LLC will be doing business in NJ and the state in which your partner resides. It doesn’t matter where the private company does business. However, we haven’t fully dove into each state’s “doing business” statutes. I recommend speaking with an attorney to determine where you’ll be legally doing business. If it turns out you’re legally doing business in NJ and/or partner’s state of residence, forming the LLC in DE won’t matter for corporate taxes… since you’ll be taxed as a Partnership, there are no corporate taxes. The K-1 income will flow through to each of you and be paid in your respective states of residency. Furthermore, the DE LLC will need to be registered as a Foreign LLC in the state(s) where it’s doing business. Hope that helps.
I live in the UK, but I’ll be launching my first PL on Amazon US. What state would you recommend me to open an LLC? I want to make sure I’m not doing anything illegal in terms of taxes. I would really appreciate your help with this. Thank you!
Hi Marius, you’d need to speak with an accountant since taxes for non-US residents are different. This is not our area of expertise. Thanks for understanding.
Hi Matt, I was just curious I know some states if you start an LLC they have an expiration date. Do you know by chance which states in particular do not have expiration dates? Thank you for your time.
Cody
Hi Cody, have never heard of this. Where did you read that? I believe you’re talking about a perpetual existence. In most states, LLCs by default have a perpetual existence. In some state filings, you can “override” that default and enter a “future date of dissolution”. Again though, there isn’t a state where LLC automatically dissolves after a certain period of time. Hope that helps.