We file your certificate of incorporation in Delaware, act as your registered agent there and help with your EIN. After that, a Delaware corporation owes an annual report and franchise tax every March 1. The number of shares you authorize can change that tax a lot, so see it before you file.
Still choosing? Read about C-Corps in general, compare with a Delaware LLC or take the company type quiz.
$250 for the first 10,000 shares + 999 × $85 for each extra 10,000.
Starts at $400 and uses your gross assets and issued shares instead. Delaware says to use the method that results in the lesser tax, so ask your adviser to run both.
Estimate only, from Delaware's published rates. Verify with Delaware.Delaware's rates
Four things to know before you file: the document that creates the company, the agent Delaware needs on record, the yearly bill, and the federal filings that sit apart from Delaware.
Filing it with the Delaware Division of Corporations creates the corporation. It names the company, its registered agent and how many shares it may issue. That share number matters later for franchise tax.
Delaware needs an agent on record to receive legal papers for the company. A registered agent is included in every Registate formation plan. Registered agent service
Every Delaware corporation files an annual report and pays franchise tax for the prior year on or before March 1. The report fee is $50. Filing late adds a $200 penalty plus 1.5% interest a month.
The IRS, not Delaware, handles your EIN and your corporate tax return. The EIN is free; our help preparing the application is paid support. EIN service
Sources, checked September 2026:Delaware: annual report and taxIRS: forming a corporationIRS: Form 5472
Delaware publishes two methods. One looks only at authorized shares; the other also looks at what the company owns and how many shares it has actually issued. Neither is right for everyone.
Uses only the number of shares your certificate authorizes. It is simple, and it grows quickly as that number grows.
Delaware's own example: 10,005 authorized shares pay $335 ($250 + $85).
Uses your gross assets, your issued shares and your authorized shares. You must report all issued shares and gross assets to use it.
Simplified from Delaware's six steps; use theirs for the real figure.
“Use the method that results in the lesser tax.” Delaware Division of Corporations
The numbers come from your tax return and share records, so we recommend a qualified tax adviser or accountant runs the calculation. Registate doesn't give tax advice or promise any tax result.
Sources, checked September 2026:Delaware: how franchise tax is calculatedDelaware: annual report and tax
Both are formed in Delaware, but the state treats them differently. The LLC rules don't carry over to a corporation, and the other way round.
| Topic | Delaware LLC | Delaware C-Corp |
|---|---|---|
| Created by | Certificate of formation | Certificate of incorporation |
| Owners hold | Membership interests | Shares of stock |
| Yearly state filing | Annual tax, no annual report | Annual report + franchise tax |
| Yearly amount | $400 annual LLC tax | $50 fee + tax from $175 |
| Due | June 1, every year | March 1, every year |
| Federal income tax | Pass-through by default | Corporate return, Form 1120 |
Leaning towards an LLC instead? See Delaware LLC formation, or compare all states. Which structure fits depends on your plans; a tax adviser who knows your home country's rules can help.
We set the corporation up with Delaware. Running it, and tax and legal advice, stay with you and your advisers.
We don't give tax or legal advice, and we don't promise tax savings, funding or bank approval.
Three parts, shown separately: your Registate plan, Delaware's filing fee for a corporation (added at checkout) and Delaware's yearly report fee and franchise tax, paid to the state each March 1. Processing times vary; the state and the IRS set them.
Annual report, franchise tax methods and who files what, answered plainly.
An annual report and franchise tax for the prior year, due on or before March 1. The report fee is $50 for a non-exempt corporation. The franchise tax is at least $175 under the Authorized Shares method or at least $400 under the Assumed Par Value Capital method. Filing late adds a $200 penalty plus 1.5% interest a month.
Under the Authorized Shares method, the tax grows with every 10,000 shares your certificate authorizes, so a company that authorizes millions of shares can see a large figure. Delaware also publishes the Assumed Par Value Capital method, which uses gross assets and issued shares, and says to use the method that results in the lesser tax. Ask a qualified tax adviser to run both.
We can't tell you that, because it depends on your authorized shares, issued shares and gross assets from your federal return. Delaware's instructions say to use the method that results in the lesser tax. A tax adviser or accountant should check the figures before you file.
No. A Delaware LLC pays a flat annual tax due June 1 and files no annual report. A Delaware corporation files an annual report and pays franchise tax by March 1, calculated from its shares or assets. Don't apply one set of rules to the other.
We prepare and file the certificate of incorporation with Delaware and act as your registered agent there. Bylaws, the board consent that appoints officers and the stock issuance are internal documents your company adopts with its advisers; they are not filed with the state.
No. You can form a Delaware C-Corp from anywhere, and everything is done online. The IRS issues EINs for free; if you'd like help, we prepare the application as paid support. Processing times vary; the state and the IRS set them.
