A corporation may be formed within the state of Delaware by an individual applicant who has gathered the services of a registered agent. All corporation applications, and subsequent operations must be done in accordance with Delaware Code Titles 5 through 30. Applicants will either be filing for a Domestic (Profit | Nonprofit) or Foreign corporation, the application for which may only be submitted by mail as there is no option for completing the application online. While this seems to be an antiquated method, the applications are so straightforward that most will not find the process difficult nor time consuming. With all foreign applications, there is a $240 filing fee with an additional $50 fee for a certified copy (optional). Domestic entities must pay a minimum $89 (the fee will be based on the amount of stock issued by the corporation) and will also have the option to purchase a certified copy.
How to File
Step 1 – Before you proceed with the completion of the application forms, you are going to need to make certain that the name you wish to use for your corporation is not already in use. To ensure that availability is a certainty you must Search the Businesses Database.
Step 2 – Now that you have made certain the name you intend to use is available, you can then reserve it with Division of Corporations for a period of 120 days ($75). This is not a required filing but would be a wise choice if additional time is needed to prepare for registration.
Step 3 – You must now download the appropriate forms for the type of corporation you wish to form. The PDF Document forms are all available below. You will need to download the cover sheet for all application types. Click on an entity type below to learn more about the application process.
Step 4 – You must now gather all of the documents and pay the filing fee. If you wish, you may pay the filing fee using your credit card by including your credit card information on the cover sheet of your application. If you wish to pay the associated fee using a check, it must be addressed to the Delaware Secretary of State. Foreign corporations will also need to include a certificate of existence or good standing from their jurisdiction of initial formation. Place the cover letter, application, filing fee and certificate (if applicable) into an envelope and send the package to the below address to complete the filing process.
Division of Corporations
John G. Townsend Bldg.
401 Federal Street, – Suite 4
Dover, DE 19901
Employer Identification Number (EIN) – This is a number that is provided by the the Internal Revenue Services (IRS) to all legally registered entities. Having an EIN is how your business will be identified by the IRS. Being able to be identified by the IRS allows your business to do a large number of financial transactions such as pay employees, request credit, and open bank accounts. You can obtain an EIN by completing the PDF Document Form SS-4 or by going to the IRS Website.
Corporate Bylaw – According to Title 8 of the Delaware Code all corporations in operation within the State of Delaware must adopt a corporate bylaw. A corporate bylaw serves as a principal agreement between the employers and employees of a corporation. This document will enable the initial incorporators to provide a clear representation of how the business’s internal affairs are to be organized. Click on the heading of this paragraph to access our free template available in MS Word and Adobe PDF formatting.
Renewal – Corporations, with exception to certain exempt domestic entities, will be required to renew each year by submitting an annual report and paying a franchise tax. This fee and form must be submitted no later than March 1st in order for the business to maintain the status of in good standing. The late filing penalty is $125 and interest of 1.5% will be applied to the unpaid tax balance. Luckily annual reports can be submitted online; to access the online portal, click on the heading of this paragraph.