To Start an LLC in Delaware, Follow the Simple Steps Listed Below:

STEP 1: Name your LLC

This is the first and most important step in starting your LLC. Do some research to make sure the name you choose is suited to your business venture and is easily searchable by potential clients.

  1. Follow the Delaware naming guidelines: Your entity name must contain the words Limited Liability Company or the abbreviation L.L.C. or LLC. Restricted words (e.g. Bank, Attorney, University) require additional paperwork and may require a licensed individual, such as a doctor or lawyer, to be part of the LLC. Prohibited words are those that would confuse the name of your LLC with a federal or state agency (e.g. FBI, Secret Service, Treasury etc.)
  2. Is the name available in Delaware? Make sure the name isn't already taken by doing a name search on the State of Delaware website.
  3. Is the URL available? Check to see if the name of your LLC is available so that you can reserve your domain name. Even if you don't plan to make a website today, you may want to buy the domain name in order to prevent others from acquiring it.

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STEP 2: Choose a Registered Agent

You are required to nominate a Registered Agent for your Delaware LLC.

What is a Registered Agent? A registered agent is a person or business that agrees to send and receive legal papers on behalf of your LLC. Such papers include service of process of legal action (if you are sued) and state filings.

Who can be a Registered Agent? The registered agent must be a resident of Delaware or a corporation authorized to transact business in Delaware. You may elect an individual within the company including yourself.

Click here to learn more about the role of a registered agent, and why you may wish to consider hiring a professional registered agent service.

* Recommended: INCFILE.COM provides free registered agent service for the first year as part of their LLC Packages.

STEP 3: File the Certificate of Formation

To register your LLC, you will need to file the Certificate of Formation with the state of Delaware. This can be done by mail.

File the Certificate of Formation for a Domestic LLC.

Download the PDF

Certificate of Formation - Domestic Delaware LLC

Fee: Nonrefundable $90 payable to Secretary of State. An additional $100 for expedited services.

Follow the instructions on the PDF.

Important: If you're expanding your existing LLC to the State of Delaware you are forming a Foreign LLC. Learn how.

STEP 4: Create an Operating Agreement

An operating agreement is a requirement when forming an LLC in Delaware. This may be a verbal or written agreement.

What is an Operating Agreement? An operating agreement is a legal document outlining the ownership and operating procedures of your LLC. Learn more about operating agreements here.

* Recommended: Check out our free sample operating agreement

STEP 5: Obtain an EIN

What is an EIN? The Employer Identification Number (EIN), or Federal Tax Identification Number, is used to identify a business entity. It is essentially a social security number for the company.

Why do I need an EIN? An EIN is required when filing state and federal taxes. In addition, banks may require an EIN to open a business checking account.

Where do I get an EIN? An EIN is obtained from the IRS (free of charge) by the business owner after forming the company. This can be done by one of two ways:

Click here to learn more about EINs and further details on how to register for one with the IRS.

Considering using a Formation Service?

We have detailed reviews on IncFile and LegalZoom LLC formation Services.
Find out exactly what to expect when using their services.

Six Key Steps
After Forming A Business

1. Separate Personal Assets from the LLC

Opening a business bank account is an important first step, as it:

  • Separates your personal assets from your company's assets, which is necessary for personal asset protection.
  • Makes accounting and tax filing easier.

Getting a business credit card allows you to:

  • Separate personal and business expenses.
  • Build your company's credit history, which can be useful to raise money for your company later.

2. Register Your LLC for Delaware State Tax

Do I need to register for State taxes?

3. Accounting

Even if you haven’t officially opened for business – it’s critical to get your books in order. A well managed accounting system will help you:

  • Track your business finances, including bills, expenses and income.
  • Simplify your annual tax filings.

The right software makes accounting easy. Look for software that:

  • Syncs with your bank automatically.
  • Matches transactions to invoices, bills and purchase orders.
  • Can be accessed from your phone.

*Recommended: Xero has the features that all small businesses need.
Try Xero FREE for 30 days and get 30% off your first 6-months.

4. Obtain Business Licenses & Permits

Do I need business licenses and permits?

To operate your LLC you must comply with federal, state, and local government regulations. For example, restaurants likely need health permits, building permits, signage permits, etc.

Find out how to obtain necessary licenses and permits for your business:

The details of business licenses and permits vary from state to state. Make sure you read carefully. Don't be surprised if there are short classes required as well.

Fees for business licenses and permits will vary depending on what sort of license you are seeking to obtain.

5. Get Insurance

What is Workers Compensation Insurance? This form of insurance is required for most businesses with employees, but varies by state. Click here to learn more.

What is General Liability Insurance? This is an important service, but is not required in most states. Click here to learn why.

How much will the right insurance cost you? Click here to find out.

6. Employee Hiring Compliance

Once a business decides to hire employees, certain legal obligations are required, such as:

  • Ensuring that potential employees are eligible to work in the US
  • Reporting employees as "new hires" to the State
  • Providing workers compensation insurance for employees
  • Withholding income taxes
  • Printing compliance posters and place in a conspicuous location
  • Ensuring payment of employees in specific increments as required by the state

A great resource for posting jobs and finding qualified employees is Indeed.com

How to Start a Business in Delaware

5 easy steps to starting a business in Delaware.
We have a far more detailed guide - How to Start a Business which will go over the points in more details.

  1. Identify a suitable business idea that works for you - Check out our Business Ideas Tool.
  2. Critically analyze your idea with our Lean Business Model Canvas Tool. You can then go on to create a full business plan with our Free Online Business Plan Tool.
  3. Formally organize your Business into a company. An LLC is the most popular way to structure your business. Learn how to Form your LLC in Delaware.
  4. Complete important key steps after formation such as acquiring business licences & permits, registering for state taxes, and opening a business bank account.
  5. Build your website and develop your brand. Learn more about marketing and brand establishment.

How to Maintain Your LLC

To maintain a Delaware LLC, it is necessary to make periodic filings with the State of Delaware. Learn how to keep your LLC in good standing and avoid state penalties.

Franchise Tax

In Delaware, all LLCs are required file and pay an annual franchise tax.

File Franchise Tax with the State of Delaware

File Online

Tax Calculation: $300 for all LLCs

Due Date: Tax filing and payment due on or before June 1st

Late Filings

Delaware charges a penalty of $200 plus 1.5% interest per month if you miss the June 1st filing deadline.

Prevention

A registered agent service can help you avoid penalties and additional fees by notifying you of upcoming filing deadlines and submitting reports on your behalf.

Recommended: INCFILE.COM offers a reliable registered agent service.

Other Requirements

LLCs are considered “pass-through” entities and do not ordinarily pay income tax directly. Nevertheless, some states require certain LLCs to report income for informational purposes. Delaware requires most multi-member LLCs to file an informational tax return on Delaware form 300-I.

Filing Forms with Instructions: Delaware Partnership Return Instructions

Obtain a Certificate of Good Standing

A Certificate of Good Standing verifies that your LLC was legally formed and has been properly maintained. In Delaware, a Certificate of Good standing is known as a Certificate of Status. Several instances where you might need to get one include:

  • Seeking funding from banks or other lenders
  • Forming your business as a foreign LLC in another state
  • Obtaining or renewing specific business licenses or permits

To order a certificate of Good Standing in Delaware, simply download and complete the Corporate Certification Memo

Download Form

Short Form Certificate Request Fee:$50

Long Form Certificate Request Fee:$175

Fax your request to: 302-739-3812

Mail your request to:
Division of Corporations
401 Federal Street
Suite 4
Dover, DE 19901

How to dissolve a Delaware LLC

If you no longer wish to conduct business with your LLC, it is important to officially dissolve it. Failure to do so in a timely fashion can result in tax liabilities and penalties, or even legal trouble. To dissolve your LLC, there are two broad steps:

  • Close your business tax accounts
  • File the Articles of Dissolution

Learn More Here

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Foreign LLC in Delaware

If you have an existing LLC and want to register to do business in Delaware, you will need to form a foreign LLC.

How to File a Foreign LLC in the Delaware

Download the PDF

Fee: $200 — Follow the instructions on the PDF.

Benefits of Forming a Foreign LLC
The major benefit of becoming a foreign corporation is that it allows your company to operate as one entity in many jurisdictions. For example, if you originally incorporate your LLC the State of Delaware, you can file your existing domestic LLC as a foreign corporation in other states.