Search for “Delaware LLC annual report” and you’ll find a lot of confusing answers — some saying you owe one, some saying you don’t, some listing fees that don’t apply to LLCs at all.
Here’s the accurate answer: Delaware LLCs do not file annual reports. Only corporations do.
Your LLC has one recurring annual obligation with the state: a $300 franchise tax, due June 1. That’s it.
This post explains exactly what Delaware requires from your LLC each year, why the confusion exists, and what actually happens if you miss your obligations. For the full formation picture, see our complete Delaware LLC guide →
The Short Answer: Delaware LLCs Don’t File Annual Reports
Under Delaware law, the annual report requirement applies exclusively to corporations. If you have a Delaware LLC, you are not required to file an annual report with the Division of Corporations — not a financial report, not a member update, not a statement of information.
This is one of the practical advantages of the LLC structure over a corporation in Delaware. The ongoing compliance burden is minimal.
What you do owe each year is discussed below.
What Delaware LLCs Actually Owe Each Year
1. The Delaware Franchise Tax — $300, Due June 1
Every Delaware LLC must pay a $300 flat franchise tax each year, due by June 1. It’s the same amount regardless of revenue, number of members, or how active the business is. Even an LLC that has never made a dollar owes $300 to maintain its good standing.
You pay it online at corp.delaware.gov using your LLC’s file number (found on your Certificate of Formation). Credit cards and ACH transfers are accepted. The process takes about five minutes.
What happens if you miss it: Delaware charges a $200 late penalty plus 1.5% monthly interest on the unpaid balance. If you continue to not pay, the state will eventually dissolve your LLC administratively. For everything you need to know about the franchise tax, see our Delaware LLC franchise tax guide →
2. Maintaining a Registered Agent
Delaware law requires every LLC to have an active registered agent at all times — a person or company with a physical Delaware address who receives legal correspondence on your behalf.
This isn’t a filing requirement, but it is an ongoing obligation. If your registered agent resigns and you don’t replace them, your LLC falls out of good standing with the state. Most registered agent services bill annually; staying current on that renewal is part of your annual compliance routine.
3. That’s It
No annual report. No member list update. No financial statement submission. For most Delaware LLCs, the entire annual compliance checklist is: pay $300 by June 1, keep a registered agent active.
Why Is There So Much Confusion About This?
A few reasons:
Other states require annual reports from LLCs. California, New York, Florida, and many others require LLCs to file annual or biennial reports. Delaware does not. People familiar with other states assume the same rules apply here.
Delaware corporations do file annual reports. If you’re in a startup community or have co-founders with corporate experience, they may be used to Delaware’s annual report + franchise tax obligation for corporations. That requirement does not apply to LLCs.
Some services charge for an “LLC annual report filing.” If a formation or compliance service is charging you an annual fee for filing your LLC’s “annual report,” ask them exactly what they’re filing and why. Delaware LLCs have no annual report to file. You may be paying for something that doesn’t need to happen.
Operating in Other States? You May Have Additional Requirements
If your Delaware LLC is registered to do business in other states — called “foreign qualification” — those states may have their own annual report and fee requirements that apply to your LLC.
For example, if you’ve registered your Delaware LLC to operate in California, California requires a Statement of Information every two years and an annual minimum franchise tax. Those are California requirements, not Delaware ones.
Delaware’s own requirements remain just the $300 franchise tax and registered agent. But any state where you’ve foreign-qualified may add their own layer of compliance.
Annual Compliance Calendar for a Delaware LLC
A simple way to think about your year:
January: Review all business states where you’re registered. Confirm any state-specific filing deadlines outside Delaware.
May 15: Set a reminder — the Delaware franchise tax is due June 1. Pay it now to avoid any last-minute payment issues.
June 1: Delaware franchise tax due. Pay at corp.delaware.gov.
Ongoing: Keep your registered agent active. If you change your registered agent, update the state promptly.
That’s the full annual compliance picture for a Delaware LLC that only operates in Delaware (or doesn’t operate in Delaware at all).
What Happens if Your LLC Falls Out of Good Standing?
If you miss the franchise tax and don’t pay it, Delaware places your LLC in “delinquent” status. Eventually, if it remains unpaid, the state administratively dissolves your LLC.
When an LLC is dissolved:
- It no longer legally exists as a business entity
- Contracts you’ve entered into as the LLC become complicated
- Your bank may close the business account
- You lose your liability protection
- Reinstating the LLC requires paying all back taxes, penalties, and a reinstatement fee
Reinstatement is possible, but it requires paying everything owed and filing a certificate of revival. It costs time and money that’s entirely avoidable.
The fix is simple: pay $300 by June 1 every year.
Forming from Outside the US?
The annual compliance requirements are identical for non-US owners. You owe $300 by June 1 each year, regardless of where you’re based or whether your LLC has any US business activity.
The franchise tax payment portal at corp.delaware.gov accepts international credit cards, so no US bank account is required to stay compliant.
One thing worth knowing: if you dissolve your Delaware LLC while outside the US, you’ll need to file a Certificate of Cancellation with the state, pay any outstanding franchise taxes, and confirm the LLC is no longer active. Letting it sit dormant without formally dissolving it means the annual $300 keeps accruing.
Frequently Asked Questions
Does a Delaware LLC need to file an annual report?
No. Delaware LLCs are not required to file annual reports. Only Delaware corporations file annual reports. Your LLC’s only recurring Delaware obligation is the $300 franchise tax, due June 1.
How much does Delaware LLC annual compliance cost?
At minimum, $300 per year (franchise tax) plus your registered agent fee ($50–$300/year depending on the service). Total minimum: $350/year.
What is the Delaware LLC franchise tax deadline?
June 1, every year. Payment is made online at corp.delaware.gov. A $200 late penalty plus 1.5% monthly interest applies to late payments.
What happens if I don’t pay the Delaware franchise tax?
Delaware will place your LLC in delinquent status, charge penalties and interest, and eventually dissolve your company if the tax remains unpaid.
Do I need to file anything with Delaware besides the franchise tax?
No state filings are required from most Delaware LLCs beyond the annual franchise tax. You must maintain a registered agent, but that’s managed through your agent service, not through a state filing.
Bottom Line
Delaware LLCs don’t file annual reports. Your entire annual state compliance obligation is one payment: $300 by June 1.
Put it in your calendar. Pay it in May. Keep your registered agent current. That’s it.
If you haven’t formed your Delaware LLC yet and want formation, registered agent, and compliance reminders handled in one place — that’s what IncReg is built for →
Questions about your Delaware LLC’s annual compliance? [Reach out directly](https://increg.com/contact/) — you’ll hear back from someone who handles this every day.
This article is for informational purposes only and does not constitute legal or tax advice. Consult a qualified attorney or tax professional for advice specific to your situation.