This tutorial should serve as a general guideline for how to register a LLC, be it foreign or domestic, in the state of Delaware. Applicants have the ability to register a limited liability company within the state of Delaware through the filing of application forms with the Division of Corporations. So long as the applicant conducts the formation of their entity in accordance with Title 5-30 of the Delaware State Code, the selected application method should remain smooth and straightforward. The filing fee for submitting the application is $90 for domestic LLCs and $200 for foreign. As there is no online filing system in place on the Delaware government website, filers will be required download the PDF of their filing form (available in our tutorials) and submit the requisite information before sending it into the Secretary of State by mail.
How to File
Step 1- You must first ensure that the name you have selected for your LLC is not currently being used by someone else. To ensure that your intended name is available for use, search the Businesses Database. If your desired entity name is available for use, you will have the option to reserve the entity name. In order to secure the rights to your name for a period of 120 days, you must complete the Name Reservation Form and pay the associated filing fee ($75).
Step 2- Your next step is to decide whether your filing will be a domestic filing or a foreign filing. Choose the most correct option for your situation below to access a more in-depth filing guide.
Step 5 – Begin to fill-in all of the appropriate information into the form most applicable to your particular situation. Once all the information has been submitted, you will be required to print both forms off, provide the requisite signatures and prepare the filing fee. This fee can be paid by credit card by submitting the card information onto the cover letter, or, it can be paid by check made payable to the Delaware Secretary of State. When all is prepare, mail the filing package to the below address.
Division of Corporations
John G. Townsend Bldg.
401 Federal Street, – Suite 4
Dover, DE 19901
Employer Identification Number (EIN) – If you complete the PDF Document Form SS-4 and submit it to the appropriate office or if you go to the IRS website and complete the online application forms, you can obtain an Employer Identification Number (EIN) from the Internal Revenue Service (IRS). Without an EIN your entity will not be able to pay any employees, open bank accounts, or apply for additional credit. An Employer Identification Number is the main way that your entity will be identified by the IRS and obtaining one is a generally a crucial aspect of forming any type of entity.
Operating Agreement – Having an operating agreement is a highly recommended aspect of forming an LLC. While it is not required by the State of Delaware, adopting an operating agreement helps establish what the duties and responsibilities of all of the entity’s managers/members are. An operating agreement serves as a guideline for the manner in which the entity is to operate, more or less. To learn more about what might go into one of these documents, or to begin drafting one for your entity, follow the link in the heading of this paragraph to access our free template available for download in both MS Word and Adobe PDF formatting.
Renewal– LLCs, as opposed to corporations, are not required to file an annual report with the Division of Corporations in order to remain in good standing. That being said, operators of limited liability companies will be required to pay a franchise tax of $300 each year by the 1st of June. To gain more information on this tax and how you can submit it to the government offices, click the heading of this paragraph.