Delaware LLC Annual Tax in 2027: What a Foreign Owner Pays
Delaware charges LLCs a flat $400 annual tax due 1 June, with no annual report. What late payment costs, and how it differs from franchise tax.
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Last updated October 30, 2026
A Delaware LLC pays a flat $400 annual tax to the Delaware Division of Corporations, due on or before 1 June. The payment due 1 June 2027 covers calendar year 2026. Delaware LLCs file no annual report. Late payment costs a $200 penalty plus 1.5% interest per month on tax and penalty.
This is the state bill, not the federal one. A foreign owner of a Delaware LLC has two separate annual obligations running on two different calendars, and the Delaware payment is the simpler of the pair: one flat amount, one date, no report, no accounts. For the wider federal and state checklist, read the Delaware filing checklist for foreign owners. If the federal information return is what you need prepared, start the Form 5472 filing.
How much is the Delaware LLC annual tax?
It is $400.00, and it does not vary with revenue, profit, members or activity. The Delaware Division of Corporations states that "All Domestic and Foreign Limited Liability Companies, Limited Partnerships, and General Partnerships formed or registered in Delaware are required to pay an annual tax of $400.00" (LLC/LP/GP franchise tax instructions).
A dormant Delaware LLC with no bank account and no income pays the same $400.00 as a trading one. The Division's instructions add that "There is no proration on alternative entity taxes" and that annual taxes are assessed while the entity is active in the records of the Division of Corporations. Closing the entity on the Division's records, not merely stopping trading, is what ends the assessment.
Guides still quoting $300 are out of date. Both of Delaware's own tax pages state $400.00 as at 30 October 2026.
When is the Delaware LLC annual tax due?
On or before 1 June. The Division of Corporations states that LLCs, LPs and GPs "must pay the $400 yearly tax on or before June 1st," and its annual report and tax page repeats that "Taxes for these entities are due on or before June 1st of each year" (annual report and tax information).
There is no extension mechanism equivalent to the federal Form 7004 for this payment. The date is fixed, it falls on the same day every year, and it is not moved by the owner's own country's tax calendar.
Which tax year does the June 2027 payment cover?
The payment made on or before 1 June 2027 covers calendar year 2026. The Division's instructions state that "The annual taxes for the prior year are due on or before June 1st."
That one-year lag is the detail foreign owners most often miscount. An LLC formed in 2026 does not escape a payment because it had no activity in 2027; its 2026 tax is payable by 1 June 2027. A reader budgeting for "the 2027 tax" should be clear whether they mean the tax for 2027, payable by 1 June 2028, or the payment due in 2027, which settles 2026.
What does late payment cost?
Delaware applies a flat penalty and then monthly interest. The Division of Corporations states that "Failure to pay the required annual taxes will result in a penalty of $200.00 plus 1.5% interest per month on tax and penalty," and its annual tax page states that "Penalty for non-payment or late payment is $200.00" with "Interest accrues on the tax and penalty at the rate of 1.5% per month."
A worked example for an LLC that misses 1 June 2027, applying 1.5% per month to the combined $600.00 of tax and penalty:
| Months after 1 June 2027 | Annual tax | Penalty | Interest at 1.5% per month | Indicative total |
|---|---|---|---|---|
| 0 (paid on time) | $400.00 | none | none | $400.00 |
| 1 | $400.00 | $200.00 | $9.00 | $609.00 |
| 3 | $400.00 | $200.00 | $27.00 | $627.00 |
| 6 | $400.00 | $200.00 | $54.00 | $654.00 |
| 12 | $400.00 | $200.00 | $108.00 | $708.00 |
Treat that table as indicative arithmetic, not a payoff quote. Delaware's pages state the 1.5% monthly rate and the base it applies to, but they do not state the compounding convention or the day count used in the Division's own calculation. Request the current amount due from the Division of Corporations before paying a late balance, and keep the payment confirmation.
Two operational points come from the same pages. ACH debit is required for transactions over $5,000.00 — not a single LLC's tax, but a filing agent paying for many entities. And an unpaid annual tax affects the entity's standing, which matters when a bank asks for a certificate of good standing.
Do Delaware's own pages still disagree on the amount?
No longer. This site previously flagged that the Division of Corporations' annual report and tax page showed a superseded $300 figure for LLCs while its LLC/LP/GP tax instructions page showed $400. Both pages were re-read on 30 October 2026 and both now state $400.00 for LLCs, LPs and GPs, with the same 1 June due date, the same $200.00 penalty and the same 1.5% monthly interest.
One point of genuine confusion survives on that page, and it produces wrong numbers. The page also carries the corporate franchise tax figures, including a "minimum tax of $400.00 for corporations using the Assumed Par Value Capital Method." That $400.00 is a corporation's minimum franchise tax, a different charge from the LLC's $400.00 annual tax even though the amounts match. Reading the corporate paragraph as the LLC paragraph is an easy mistake.
How does the LLC annual tax differ from corporate franchise tax?
| Delaware LLC annual tax | Delaware corporate franchise tax | |
|---|---|---|
| Who pays | LLCs, LPs and GPs formed or registered in Delaware | Delaware corporations |
| Amount | Flat $400.00 | Minimum $175.00 using the Authorized Shares method, or a $400.00 minimum using the Assumed Par Value Capital Method, up to a maximum of $200,000.00, or $250,000.00 for a Large Corporate Filer |
| Annual report | Not required | Required, with a filing fee of $25 for exempt domestic corporations and $50 for non-exempt domestic corporations |
| Due date | On or before 1 June | Taxes and annual reports received no later than 1 March |
| Late charge | $200.00 penalty plus 1.5% interest per month | $200.00 penalty for not filing a completed annual report by 1 March, with interest at 1.5% per month on any unpaid tax balance |
Figures in both columns come from Delaware's annual report and tax information page. Which column applies turns on the entity's legal type under Delaware law, not on its federal tax classification. 6 Del. C. § 18-1107(b) provides that "Every domestic limited liability company and every foreign limited liability company registered to do business in the State of Delaware shall pay an annual tax, for the use of the State of Delaware, in the amount of $400." A Delaware LLC therefore pays the LLC annual tax whether or not it has elected to be taxed as a corporation for US federal purposes; a federal election does not move it into the corporate franchise tax column. Searching for "Delaware franchise tax calculator" and landing on an authorised-shares calculator produces a number that has nothing to do with an LLC's bill.
Is the registered-agent fee part of the Delaware annual tax?
No. The $400.00 is a state tax paid to the Division of Corporations. A Delaware registered agent is a private company charging its own commercial fee on its own renewal date, and that invoice is separate from the state tax in amount, recipient and timing.
Three distinct annual costs are therefore in play for a Delaware LLC with a foreign owner, and a foreign owner who has paid one has not necessarily paid the others:
- The Delaware LLC annual tax of $400.00, to the Division of Corporations, by 1 June.
- The registered agent's own renewal fee, to a private company, on that company's date.
- Federal filings, to the IRS, on the federal calendar.
If the owner pays the Delaware tax or the agent's invoice personally rather than from the LLC's account, that payment is also a transaction between the owner and the LLC and belongs in the Form 5472 review.
Which Delaware agency collects this tax?
The Division of Corporations, not the Division of Revenue. The two are separate agencies with separate websites, and the distinction matters when searching.
The Delaware Division of Revenue's business tax pages cover gross receipts tax, withholding tax, corporate income tax returns, partnership returns and business licence registration and renewal. Those pages do not mention the $400.00 LLC annual tax at all; the Division of Revenue site links out to corp.delaware.gov for franchise tax. A Delaware LLC with no Delaware-sourced activity typically has no Division of Revenue filing, while still owing the Division of Corporations its annual tax.
Does paying Delaware satisfy the federal Form 5472 filing?
No. The $400.00 is a state charge, and Form 5472 is a federal information return filed with the IRS alongside a pro forma Form 1120 by a foreign-owned US disregarded entity that had a reportable transaction with a related party.
The two are independent. An LLC can be fully paid up in Delaware and still have an unfiled federal return, which is the more expensive gap of the two: the IRS penalty for failing to file Form 5472 when required is $25,000 per form per year under the Form 5472 instructions, against Delaware's $200.00 penalty. Delaware's no-annual-report rule is a statement about Delaware paperwork, not about the IRS. For how other states compare on late state charges, see LLC annual report late fees by state.
How does Form5472 Prep fit in?
Form5472 Prep prepares the federal package: Form 5472, the pro forma Form 1120 and the Part V statement, reviewed by a tax accountant who holds an IRS PTIN and faxed to the IRS Ogden PIN Unit with a timestamped receipt.
Standard is $149 and ready in 5-7 business days. Express is $199 and ready for you to check and sign within 24 hours, 7 days a week. Each additional past tax year is +$99. EIN service is $149 at /ein and ITIN service is $349 at /itin.
We do not pay the Delaware annual tax for clients, act as a registered agent or file state documents, and we are not a CPA firm. Pay the Delaware tax directly to the Division of Corporations and keep the confirmation. Start the Form 5472 filing for the federal return.
Frequently asked questions
How much is the Delaware LLC annual tax?
$400.00. The Delaware Division of Corporations states that all domestic and foreign LLCs, LPs and GPs formed or registered in Delaware pay an annual tax of $400.00, with no proration and no variation by income.
Is the Delaware LLC tax $300 or $400?
$400.00. Both Delaware tax pages stated $400.00 when re-read on 30 October 2026. Sources still showing $300 are out of date; pay from the Division of Corporations' own instructions page.
When is the Delaware LLC annual tax due in 2027?
On or before 1 June 2027, and that payment covers calendar year 2026. Delaware states that the annual taxes for the prior year are due on or before 1 June.
What is the penalty for paying the Delaware LLC tax late?
A $200.00 penalty plus 1.5% interest per month on tax and penalty, per the Division of Corporations. Ask the Division for the exact current balance before paying a late amount.
Does a Delaware LLC file an annual report?
No. The Division of Corporations states there is no requirement to file an annual report for LLCs, LPs and GPs. Corporations are the entities that file annual reports, by 1 March.
Does a dormant Delaware LLC still owe the $400?
Yes. The tax is assessed while the entity is active in the Division of Corporations' records, with no proration. Stopping trading does not stop the assessment; closing the entity on the records does.
Is the Delaware tax paid to the Division of Revenue?
No. It is paid to the Division of Corporations. The Division of Revenue handles gross receipts, withholding, corporate income and partnership filings, and its business tax pages do not cover the LLC annual tax.
For a foreign-owned Delaware LLC the state side is one flat $400.00 payment to the Division of Corporations by 1 June, covering the prior calendar year, with a $200.00 penalty and 1.5% monthly interest if missed. Keep the confirmation, then handle the federal return separately and start the Form 5472 package.
Educational content only; not tax or legal advice.