Delaware LLC Annual Report: Why It Doesn’t Exist

| Updated May 14, 2026

The Delaware LLC annual report doesn't exist. As of 2026, Delaware is one of only six U.S. states that don't require LLCs to file an annual report at all. What the state actually requires is different, and missing it costs more than most owners expect.

Delaware LLC Annual Report 2026: What Actually Matters
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Annual report Not required for Delaware LLCs
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Annual tax Every Delaware LLC owes a $300 annual tax
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Deadline June 1 every year
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Late penalty $200 plus 1.5% monthly interest
Long-term risk After 3 years of unpaid tax, Delaware cancels the LLC’s certificate of formation
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Foreign LLCs Foreign LLCs registered in Delaware pay the same $300 by the same June 1 deadline

Does Delaware Require an LLC Annual Report?

No. The Delaware Division of Corporations confirms that domestic and foreign LLCs formed or registered in the state don't file an annual report. Title 6, Chapter 18 of the Delaware Limited Liability Company Act builds in no annual informational return. Boost Suite's Delaware LLC overview walks through the broader compliance picture, and across the50-state LLC annual report guide Delaware sits alongside Arizona, Missouri, New Mexico, Ohio, and South Carolina in this small group.

Field Alert Aaron Kra’s Delaware Annual Tax Reality Check

Delaware is the state where I get some of the most panicked emails. A lot of owners search for “Delaware annual report” and end up with conflicting answers from top-ranking pages. So let me make it simple: Delaware LLCs do not file an annual report.

What they do owe instead is a $300 annual tax paid to the Division of Corporations every year by June 1. That is the real recurring requirement, and it is the deadline that matters.

What I always warn clients about
  • There is no Delaware LLC annual report.
  • The real obligation is the $300 annual tax.
  • The payment deadline is June 1 each year.
  • If you miss it, Delaware adds a $200 penalty plus 1.5% interest per month.
  • If the obligation keeps getting ignored, the state can eventually mark the LLC as void.
My practical advice is simple: set a reminder for May 15 every year and pay early. That small habit avoids the confusion, the penalties, and the compliance headache later.

Why Delaware Corporations File Annual Reports But LLCs Don't

The confusion is structural. Delaware corporations file an Annual Report every March 1 with the Division of Corporations. They also pay a separate corporate franchise tax, calculated on authorized shares or assumed par value. Those two filings travel together in the corporate world, and they're where the “Delaware annual report” phrasing originates.

The Delaware LLC Act took a different path. Under 6 Del. C. § 18-1107, LLCs and their registered series owe a single flat annual tax and submit no member list, no manager disclosure, no NAICS code, and no informational return.

Since nothing about ownership ever goes public, Boost Suite's Delaware LLC operating agreement guide becomes the only durable record of who owns and runs what. Competitor articles often call this obligation “franchise tax” or alternative entity tax loosely. The statutory term is annual tax; the LLC world simply borrowed the corporate vocabulary.

Delaware filing rules

What Delaware LLCs Owe Instead

With no annual report on the calendar, the Delaware LLC's only recurring obligation to the Division of Corporations is the annual tax. Here are the current figures, verified against the Delaware Code and the Division's instructions page as of May 12, 2026.

Item Amount Deadline
LLC annual tax $300 June 1
Registered series annual tax $75 per series June 1
Late penalty $200 + 1.5%/month After June 1

The tax is flat, no exceptions. It applies whether the LLC earned $0 or $10 million, whether it operated or sat dormant, and whether it has one member or fifty. Foreign LLCs registered in Delaware owe the same $300. For broader cost context across the entity lifecycle, Boost Suite's Delaware LLC cost breakdown walks through formation, agent, and annual fees in one view.

Field Update Aaron Kra’s Delaware Fee Watch

Right now, the official figure is still $300. That is what the Delaware Division of Corporations instructions page shows, and it is also what the current Delaware Code lists for domestic and foreign LLCs.

But this is a live fee-update issue. HB 400 passed on May 12, 2026 and is ready for Governor action. If enacted, it would raise the Delaware LLC annual tax to $400 and the registered series annual tax to $100, with those annual tax changes tied to January 1, 2026.

Current official amount
$300
This is the LLC annual tax currently shown by the Division of Corporations and Delaware Code.
Possible HB 400 amount
$400
This is the proposed LLC annual tax if HB 400 is enacted.

For registered series, the current amount is $75 per registered series. HB 400 would increase that amount to $100 per registered series.

My practical advice: pay based on the amount shown in the official Delaware portal when you submit, but budget for the higher number now. Before hitting submit, refresh the Division of Corporations instructions page because that is where the final payment guidance should appear once the bill is enacted.

Stay on Top of Delaware LLC Taxes with Northwest Registered Agent

Northwest Registered Agent helps Delaware LLC owners manage registered agent requirements, state notices, and annual tax reminders so recurring obligations don’t slip through the cracks.

What Happens If You Miss the June 1 Deadline

Skip June 1 and Delaware applies a $200 late penalty plus 1.5% monthly interest under 6 Del. C. § 18-1107(e). The LLC immediately falls out of good standing. That means no certificate of good standing from the state, and no acceptance of most amendment or change-of-agent filings. Friction shows up the moment a bank or counterparty asks for proof the LLC is current.

The pressure scales fast from there. After one month, the unpaid tax becomes a debt due to the state. After three months, the Attorney General can ask the Delaware Court of Chancery for an injunction barring the LLC from transacting business in Delaware.

After three years of unpaid tax, the Division of Corporations automatically cancels the certificate of formation under 6 Del. C. § 18-1108. The Secretary of State publishes the cancelled-entity list on or before October 31 each year. Owners can check status anytime through Boost Suite's Delaware business entity search page.

How to Revive a Cancelled Delaware LLC

Delaware uses the term revival, not reinstatement. To bring a cancelled LLC back, the owner files a Certificate of Revival of Limited Liability Company with the Division of Corporations. The fee is $180 under 6 Del. C. § 18-1105(a)(3), and all back annual tax, penalties, and interest accrued during the cancellation period are due at the same time.

One catch: the original LLC name isn't guaranteed on revival. The certificate must list the LLC's name at cancellation and, if that name has been taken in the meantime, the new name it'll go by once revived. Once filed, revival validates contracts, acts, and obligations during the cancellation period under 6 Del. C. § 18-1109(c), as if the certificate had never been cancelled. If a registered agent failure caused the missed tax notice in the first place, this is the moment to switch; Boost Suite's Delaware registered agent comparison covers stronger alternatives.

Delaware LLC Annual Report Frequently Asked Questions

Below are the questions Delaware LLC owners run into most often, especially in the first year after formation. Each answer ties back to the current statute or the Division of Corporations' published guidance.

Does a Delaware LLC need to file an annual report?

No. Delaware exempts LLCs from annual reporting under Title 6, Chapter 18 of the Delaware Code. The state's only recurring requirement for LLCs is the $300 annual tax, due June 1.

What's the difference between a Delaware LLC and a Delaware corporation annual report?

Delaware corporations file an Annual Report every March 1 and pay a separate corporate franchise tax based on authorized shares or assumed par value. Delaware LLCs file no annual report at all and pay a flat $300 annual tax by June 1, with no informational disclosures attached.

Is the Delaware LLC annual tax the same as a “statement of information”?

No. A Statement of Information is California's biennial filing for LLCs and has no Delaware equivalent. The Delaware annual tax is a pure tax payment, with no member, manager, or address data submitted alongside it.

How do I check if my Delaware LLC is still in good standing?

The Delaware Division of Corporations runs a free Entity Search that shows the LLC's current status and whether the certificate of formation is active or cancelled. Status flips to “not in good standing” once June 1 passes without payment. Owners who'd rather monitor compliance proactively can rely on their registered agent's annual statement, which the Secretary of State sends at least 60 days before June 1 under 6 Del. C. § 18-1107(d).

Research and References

Stay Compliant Without Delaware LLC Annual Reports with Harbor Compliance

Harbor Compliance helps Delaware LLC owners manage annual tax obligations, registered agent requirements, and important state notices even though Delaware does not require an LLC annual report.

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  • Aaron Kra Boost Suite

    Aaron Kra, JD, Founder and Editor-in-Chief of Boost Suite, is a recognized authority on LLC formation, registered agents, and small-business compliance.
    A graduate of the University of Texas School of Law (ABA-accredited), he founded Boost Suite to turn complex state rules into plain-English, step-by-step guidance. For 9+ years, he has helped entrepreneurs with entity selection, registered-agent requirements, and multi-state compliance, and he leads the site’s legal/tax review.

    Previously, Aaron practiced business law in Austin (LLC/PLLC formations, conversions/domestications, UCC-1 filings, multi-state registrations) and completed a year-long secondment with a national registered-agent provider, working with filing clerks in 25+ states. At Boost Suite, he checks each guide with official US sources and updates everything when necessary. Read more about Aaron Kra and Boost Suite.

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