Delaware LLC Annual Report: Due Date, Fee and Late Penalty

Delaware LLC annual tax rules at a glance

State fees verified October 2026 and set by the state, not by us. Deadlines, penalties and dissolution rules are Delaware's, read from its statutes and the pages of the Delaware Division of Corporations; the statutes are cited in the text.

How Delaware's annual tax works

Delaware has no annual report for LLCs at all. What it has is the annual LLC tax, a flat alternative-entity tax paid to the Division of Corporations by June 1 each year, with no form to fill in beyond the payment itself. The tax is $300 for the payment due June 1, 2026 and $400 from the payment due June 1, 2027 (HB 400, signed May 21, 2026). It is paid online against the LLC's seven-digit file number, no login required.

Because there is no report, nothing about the LLC's agent, address or members is confirmed to the state each year; those are updated only when they change, by separate filings. The one recurring requirement besides the tax is a Delaware registered agent, whose own fee is a private matter between the LLC and the agent.

The late penalty is a formula rather than a flat fee: $200 plus interest at 1.5% a month on the tax and the penalty, running from June 2. That is why a Delaware payment a year late costs several hundred dollars more than the tax itself.

Who files it and what the form asks

Every Delaware LLC on the state's active record owes the annual tax for each report year, whether or not it did any business; an LLC that has stopped trading still owes it until it files articles of dissolution. A member, manager or someone they authorize signs it, and in practice the owner, the registered agent or the company's accountant files it.

The form confirms what the state already holds: the principal office and mailing address, the registered agent and registered office, and the people who run the LLC, with the Delaware-specific fields described above. What matters is that anything that changed during the year is corrected here, because the state sends its notices, including the next year's reminder, to the addresses on the report.

Changing the registered agent is best treated as a separate filing in Delaware: the annual tax confirms the agent on record, and the state's statement of change names the new one. Owners who switch agents usually file the change first so the report shows the right agent. We can make the switch for you, and the Delaware registered agent rules cover who may serve. Every state's change form and fee is in how to change a registered agent.

When the Delaware annual tax is due

Delaware uses one date for every LLC: June 1, every year. The state starts accepting the report on January 1, so the filing window runs from then to the due date, and filing in the first weeks of it is the simplest way never to meet the penalty.

There is no grace period: the day after the due date the report is late. Delaware keeps accepting that year's report through December 31 of the report year; after that the consequences below take over.

Your first annual tax

The first annual tax is due June 1 of the year after the LLC was formed: formed any time in 2026, first report by June 1, 2027. Nothing is owed in the formation year itself.

The state fee and the late penalty

The state fee is $300 for the June 1, 2026 payment; $400 from June 1, 2027. It is set by Delaware and published on the state's own schedule; anyone who files for you pays the same amount to the state, and the state fee is shown separately wherever the filing is sold.

Delaware adds a $200 penalty plus 1.5% interest a month on the annual LLC tax.

If you missed the Delaware annual tax

A Delaware LLC falls out of good standing the day after a missed June 1, which blocks certificates of good standing and most filings. The state does not cancel the certificate of formation until three years of tax have gone unpaid, effective on the third anniversary of the first missed due date. Reviving a cancelled LLC means the $220 revival filing plus every unpaid year's tax, each year's $200 penalty and the monthly interest, which the state's own figures put above $2,000 by the time cancellation happens.

The ladder is the same everywhere: a late fee where the state has one, then loss of good standing (which blocks a certificate of good standing and the loans, contracts and registrations that need one), then administrative dissolution or revocation, then reinstatement. Our guide to reinstating a dissolved LLC walks through the steps and the state fees in every state, and we file reinstatements. Until the LLC is dissolved, the cheapest fix is almost always to file the report now.

Before you file the Delaware annual tax

The filing itself takes minutes once the details are to hand; most of the time lost on an annual tax is spent hunting for them. Have ready:

• The LLC's Delaware file or entity number, as it appears on the articles or on the Delaware Division of Corporations business search; no account is needed on the state's portal.
• The registered agent's current name and Delaware street address; if the agent has changed, file the change first.
• The principal office and mailing address as they should read for the coming year.
• The names and addresses the Delaware form asks for (above), spelled as the state has them.
• A card for the $300 for the June 1, 2026 payment; $400 from June 1, 2027 state fee.
• The signer's name and capacity: member, manager or authorized person.

Save the state's confirmation when it arrives. It is the proof of filing a bank, a lender or a buyer will ask for, and the date on it is the date the state goes by.

How Delaware compares with its neighbors

Delaware's annual tax is due June 1, with a state fee of $400. Next door:

• Maryland: an annual report due April 15 ($300 state fee, no late fee).
• Pennsylvania: an annual report due September 30 ($7 state fee, no late fee).
• New Jersey: an annual report due the last day of the anniversary month ($75 state fee, no late fee).

An LLC registered to do business in more than one of these states owes each state's report on each state's calendar; the formation state's filing never covers a foreign registration, and the due dates rarely line up.