In Short: Delaware LLC Annual Tax
A Delaware LLC does not file an annual report. What it owes each year is the annual LLC tax: a flat $400 paid to the Delaware Division of Corporations by June 1.
- No report: Delaware requires annual reports from corporations, not from LLCs, LPs or GPs.
- Who pays: every Delaware LLC and every foreign LLC registered in Delaware.
- Amount: $400 a year, plus $100 for each registered series, regardless of income or activity.
- Due date: on or before June 1 for the prior calendar year.
- Late: a $200 penalty plus interest of 1.5% per month on the tax and penalty.
- Three years unpaid: the LLC’s certificate of formation is canceled.
Delaware is the one state where the answer to “how do I file my LLC annual report” is that you do not. Delaware corporations file an annual franchise tax report each March. Delaware LLCs skip the report entirely and pay a flat annual tax instead, which makes the filing simpler but no less important: an LLC that stops paying loses its good standing and, after three years, ceases to exist.
This guide explains what the annual LLC tax is, how much it costs, when it is due, how to pay it online, and what happens if you pay late. For the corporate side of the system, including the two franchise tax calculation methods, see our guide to Delaware franchise tax.
Delaware LLC Annual Tax at a Glance
| Official name | Annual Limited Liability Company Tax |
|---|---|
| Paid to | Delaware Department of State, Division of Corporations |
| Annual report required? | No, not for LLCs |
| Who pays | Every Delaware LLC and every registered foreign LLC |
| Amount | $400, plus $100 per registered series |
| Due date | On or before June 1 |
| Late penalty | $200 ($50 per series), plus 1.5% interest per month |
| Long-term default | Certificate of formation canceled after 3 years unpaid |
| How to pay | Online through the Division of Corporations |
Does a Delaware LLC Need to File an Annual Report?
No. The Division of Corporations’ tax instructions for LLCs, LPs and GPs state that these entities pay an annual tax and file no annual report. Delaware corporations, by contrast, file an annual franchise tax report and pay franchise tax by March 1. If you own an LLC, the only annual obligation to the Division of Corporations is the tax payment.
That does not mean a Delaware LLC has nothing else to maintain. It must keep a registered agent in Delaware, and if it does business in other states it registers there as a foreign LLC and files those states’ annual reports.
How Much Is the Delaware LLC Annual Tax?
The tax is a flat $400 per year under 6 Del. C. § 18-1107, plus $100 for each protected or registered series. It does not depend on revenue, profit, members or activity. An LLC with no income pays the same $400 as one with millions in sales.
The tax is not prorated. If the LLC is active on the Division’s records at any point from January 1 to December 31, it owes the full year’s tax. The first payment falls due on June 1 of the year after the LLC is formed. Foreign LLCs registered in Delaware pay the same $400.
When Is the Delaware LLC Tax Due?
The annual tax for each calendar year is due on or before June 1 of the following year. The 2026 tax is due by June 1, 2027. The Division prints tax notices in December and sends them to each LLC’s registered agent, so an agent who forwards mail promptly matters here.
How to Pay the Delaware LLC Annual Tax: Step by Step
- Find the file number. Every Delaware LLC has a seven-digit file number from its certificate of formation, also shown on the Division’s entity search and on the tax notice.
- Go to the online payment system. The Division’s pay taxes page links to the online filing and payment system, open daily from 8:00 a.m. to 11:45 p.m. Eastern.
- Enter the file number and confirm the LLC name and the amount due.
- Pay $400 by card or ACH debit. Payments over $5,000 must be made by ACH debit.
- Save the receipt with your LLC records.
No information about members, managers or addresses is collected. The payment is the whole filing.
What Happens If You Pay Late?
A payment made after June 1 carries a $200 penalty, or $50 per registered series, and the penalty becomes part of the tax. Interest then accrues at 1.5% per month or part of a month on both the tax and the penalty. A $400 tax paid four months late costs $600 in tax and penalty plus interest.
An unpaid LLC also loses its standing. A domestic LLC ceases to be in good standing and a foreign LLC ceases to be registered. While in that state, the Division will not accept most other filings for the LLC or issue a Delaware certificate of good standing, and the LLC cannot bring a lawsuit in Delaware courts. Under § 18-1108, a domestic LLC whose tax goes unpaid for three years from the due date has its certificate of formation canceled.
Good standing returns when the LLC pays the tax plus all penalties and interest for every year in default. A canceled LLC must file for revival under § 18-1109 before it can operate again.
Delaware LLC Tax Tips for Non-Resident Owners
The $400 bill catches many non-resident owners by surprise because Delaware sends no annual report form to remind them. Set a calendar reminder for mid-May, confirm that your registered agent forwards the December tax notice, and pay early. A late payment cannot be undone, and the $200 penalty applies the day after June 1.
Keep Your Delaware LLC in Good Standing
Filing the LLC Annual Tax on time is what keeps your LLC listed as active with the state. Banks, payment processors and new partners ask for proof of that status, and the document that shows it is a Delaware certificate of good standing. For the full picture of what the state charges each year, see our breakdown of Delaware LLC costs, and if you have not formed the company yet, start with our guide on how to start an LLC in Delaware.
Most missed filings trace back to one problem: the state’s reminder went to an old address. A registered agent service that scans and forwards state mail closes that gap. If a deadline has already passed, our guide on what happens when you miss an annual report deadline walks through the fix, and our LLC annual report guide for every state covers the rules in other states where you are registered.
Form Your Delaware LLC With BusinessAnywhere
BusinessAnywhere forms your Delaware LLC for $0 plus the state filing fee, includes a free first year of registered agent service so state notices reach you, and gets the EIN for non-residents without a Social Security number for $97.
Frequently Asked Questions
Does a Delaware LLC file an annual report?
No. Delaware LLCs, LPs and GPs file no annual report. They pay a flat annual tax to the Division of Corporations. Only Delaware corporations file an annual report.
How much is the Delaware LLC annual tax?
The tax is $400 per year under 6 Del. C. § 18-1107, plus $100 for each registered series. It is not based on income or activity and is not prorated.
When is the Delaware LLC tax due?
On or before June 1 for the prior calendar year. The Division sends tax notices to the registered agent in December.
What is the penalty for paying the Delaware LLC tax late?
A $200 penalty applies after June 1, plus interest of 1.5% per month or part of a month on the tax and penalty.
What happens if a Delaware LLC never pays the annual tax?
It loses good standing and cannot get a certificate of good standing. After three years unpaid, its certificate of formation is canceled.
Do foreign LLCs registered in Delaware pay the tax?
Yes. A foreign LLC registered to do business in Delaware pays the same $400 annual tax by June 1.
This guide summarizes rules published by the Delaware Division of Corporations and Delaware law as of October 2026. It is general information, not legal or tax advice. Fees and forms change, so confirm the current figures on the official site before you file.
