Starting a Delaware LLC

Coming up with a unique name for your limited liability company in Delaware is your first task. If you already have a name in mind, you can run it through the Delaware Business Name Search to see if it’s available.

Naming requirements for LLCs in DE

The rules are spelled out in Del. Code tit. 6 § 18-102, but here are the basics. Your LLC’s name:

• needs to include either Limited Liability Company, L.L.C., or LLC.
• cannot currently be in use by another business in Delaware.

For reserving it, getting a domain name in Delaware, and getting a DBA, you’ll need to go through a different set of requirements.

After you’ve secured your business name, you’ll need to find a Delaware registered agent so that you can complete your Delaware Certificate of Formation without having it rejected by the state.

All LLCs are required to appoint a registered agent. A registered agent is an individual (like yourself) or a company (like us) designated to receive legal and state mail on behalf of your business.

DE registered agent requirements

A Delaware registered agent must fulfill certain duties in accordance with Del. Code tit. 8 § 132. At a minimum, your registered agent is required to:

• have a physical address in the state of Delaware (not a P.O. Box).
• maintain regular business hours.
• accept legal mail and communications from the Delaware Division of Corporations on behalf of your business and forward them to you promptly.

You can be your own registered agent in Delaware if you don’t mind having your name and address on the public record. You’ll need to be on hand at this address during regular business hours to accept any legal mail that arrives.

Benefits of Using a Registered Agent Service

Many small business owners wonder if they can be their own registered agents. And the truth is, yes, you can. However, registered agent names and addresses are public information.

So if you appoint yourself as registered agent, your address will be visible on the Delaware Corporate Name Search, where it can end up in the hands of data brokers and scam artists. This is why using a registered agent service is often the smarter choice.

When Northwest is your registered agent, you never have to worry about us being late to the game. We scan and upload all legal mail to our clients’ accounts the same day we receive it.

You’ll need to fill out a form called Certificate of Formation of a Limited Liability Company to officially form your LLC in Delaware.

Everything on the form will be public record. This includes your:

• Company name. Write your name exactly as you want it to appear in the state’s records.
• Registered agent. This is the person or business that will accept official mail on behalf of your LLC.
• Registered office. This must be a physical address in Delaware where your registered agent is present during office hours.
• Authorized person. The person who is submitting your Certificate of Formation will need to add their printed name and signature.

You can submit the form two ways:

When submitting your Delaware Certificate of Formation by mail, you’ll need to include a cover sheet.

Every business that operates in Delaware is required to obtain a general business license from the Division of Revenue. Your Delaware business license fee depends on your industry. For example, advertising agencies have a $75 fee and travel agencies pay $225.

You can submit the form two ways:

This license must be renewed annually.

An operating agreement is a document that details how your company will function behind the scenes. It defines the fundamental processes—how to vote, resolve conflict, distribute profits and losses, and even dissolve your LLC.

Operating agreements aren’t legally required in Delaware, but they are good business practice. You can use our attorney-drafted Delaware operating agreement template to get started.

An EIN (Employer Identification Number) is similar to a Social Security number, but for businesses instead of individuals. Your EIN will be used by the IRS to identify your company on tax returns. You also use your EIN to get a business bank account.

You can apply for an EIN on the IRS website (the application is free) or by mail/fax. If you don’t have a Social Security number, you can call the IRS or file the paper form.

Hate paperwork? You can hire Northwest to get an EIN for you.

As of January 1, 2024, non-US-originated LLCs are required to file a Beneficial Ownership Information (BOI) Report with the Financial Crimes Enforcement Network (FinCEN). The deadline for filing your BOI Report depends on when your business was registered in the U.S.

The BOI Report requirement is currently under review by both FinCEN and Congress, but the deadline for existing businesses to file the BOI Report is April 25, 2025. New businesses will have 30 days from their U.S. registration date to file. To hire us to file your BOI Report for you, you’ll need to sign up for a free account or hire us to form your company or act as your registered agent.

After registering your LLC with the state of Delaware and getting any required licenses, you are legally ready to conduct business. But that doesn’t mean there’s nothing left to do. Here’s what to keep in mind after you’ve formed your LLC.

Opening a bank account

Most people start their LLC in order to have limited liability protection. But if you mix your business and personal finances, a court could rule that your LLC isn’t entitled to limited liability status. Opening a business bank account is an important way of creating (and maintaining) the separation of your business finances.

You’ll need to bring the following items to the bank to open your account:

• a copy of your LLC Certificate of Formation
• the LLC’s operating agreement & EIN
• an LLC Resolution to Open a Bank Account (if your LLC has multiple members)

Be aware that different banks have different requirements, so it’s a good idea to call your bank and find out what documents you need.

Delaware tax requirements

LLCs are not required to file an annual report in Delaware, but they must pay a $300 annual tax on or before June 1st of each year. Even if you haven’t actually started doing business, you’re on the hook for the franchise tax if your LLC is registered in Delaware.

Late payment comes with a $200 penalty, so be sure to set a reminder before the deadline. If you’re worried you’ll forget, you can hire Northwest to submit your annual franchise tax for you.

Additionally, all Delaware businesses have to pay a Gross Receipts Tax, which is a tax on all of the goods/services you sell. The actual tax rate depends on your business activity, but it ranges anywhere from .0945% to .7468%.

Delaware virtual office and mail forwarding

Delaware is often the state many out of state and international business owners use to start their business due to the low taxes for LLCs. Setting up business in a state you don’t live in can make getting an office a hurdle almost too big to climb.

With a virtual office, anyone living outside or inside of the state can get an affordable addresses for their business without having to deal with hefty monthly rents and real estate costs. With Northwest, we offer Delaware Virtual Office service and two mail forwarding options to choose from: same-day digital scanning and weekly physical mail forwarding—whichever best suits your needs.

*This is informational commentary, not advice. This information is intended strictly for informational purposes and does not constitute legal advice or a substitute for legal counsel. This information is not intended to create, nor does your receipt, viewing, or use of it constitute, an attorney-client relationship. More information is available in our Terms of Service.