Delaware LLC taxes are due on more than one date, but the one that applies to every Delaware LLC is June 1: that is the deadline for the flat $300 annual franchise tax owed to the Division of Corporations.1Justia. Delaware Code Title 6 18-1107 – Taxation of Limited Liability Companies and Registered Series If your LLC actually conducts business in Delaware, you may also owe state income tax and gross receipts tax on separate schedules, and every LLC has federal filing deadlines with the IRS that depend on how the entity is classified.
The June 1 Franchise Tax
Every domestic LLC formed in Delaware and every foreign LLC registered to do business there owes a $300 annual tax, due on or before June 1 following the close of the calendar year.1Justia. Delaware Code Title 6 18-1107 – Taxation of Limited Liability Companies and Registered Series The payment due June 1, 2026 covers the 2025 calendar year.
The amount is flat. It does not change with revenue, profits, or the number of members, and it is not prorated. An LLC formed on December 15 owes the full $300 the following June 1, the same as an LLC that was active the entire year.2State of Delaware. LLC/LP/GP Franchise Tax Instructions A dormant LLC with zero activity still owes the full amount if it was on the Division of Corporations’ records at any point during the year.
Unlike Delaware corporations, LLCs do not file an annual report. Paying the tax is the only filing obligation. For comparison, corporations face a March 1 deadline for both their franchise tax and annual report, so LLCs get three additional months.3State of Delaware Division of Revenue. Franchise Taxes
If your LLC has registered series, each series owes an additional $75 on the same June 1 deadline.1Justia. Delaware Code Title 6 18-1107 – Taxation of Limited Liability Companies and Registered Series An LLC with three registered series would owe $300 for itself plus $225 for the series, totaling $525.
Delaware does not extend the June 1 deadline when it falls on a weekend or state holiday, so plan to pay before the due date in those years.
What Happens if You Miss June 1
Missing the deadline triggers an immediate $200 penalty on top of the $300 tax, bringing the balance to $500.4State of Delaware. Annual Report and Tax Information Interest then accrues at 1.5% per month on the combined tax and penalty, charged for any fraction of a month the balance remains unpaid, with no cap.2State of Delaware. LLC/LP/GP Franchise Tax Instructions
While the balance is outstanding, the Division of Corporations places the LLC in “not in good standing” status. In that condition the LLC cannot obtain a certificate of good standing or file other legal documents with the Secretary of State, which can block loan applications, real estate transactions, and business contracts that require proof of active status.
If the tax goes unpaid for three consecutive years, Delaware automatically cancels the LLC’s certificate of formation on the third anniversary of the original due date.5Justia. Delaware Code Title 6 18-1108 – Cancellation of Certificate of Formation or Certificate of Registered Series for Failure to Pay Taxes The same rule applies to each registered series individually if its $75 tax remains unpaid for three years. Once canceled, the LLC no longer legally exists in Delaware. Reviving a canceled LLC requires filing a Certificate of Revival for $220, plus every dollar of back tax, penalty, and interest that accumulated before cancellation.6Delaware Division of Corporations. Certificate of Revival for Limited Liability Company
How to Pay the Franchise Tax
Payment goes through the Division of Corporations’ online portal. You need your Delaware file number, which appears on your original formation documents, previous tax receipts, or correspondence from your registered agent. The portal accepts Visa, Mastercard, American Express, and Discover, as well as ACH electronic payments from a checking account.7State of Delaware. Annual Report and Tax Instructions Save the confirmation page as proof of compliance.
Delaware Income and Gross Receipts Tax Deadlines
The $300 franchise tax is the only tax owed to the Division of Corporations, but LLCs that actually do business in Delaware have additional obligations to the Division of Revenue.
State Income Tax
Delaware classifies LLCs the same way the IRS does. A single-member LLC treated as a disregarded entity reports the LLC’s income on the owner’s personal Delaware return using Schedule C. A multi-member LLC classified as a partnership files Delaware Form PRT-RTN. An LLC that elected corporate tax treatment files Form CIT-TAX or Form SCT-RTN.8State of Delaware Division of Revenue. Limited Liability Company FAQs
Gross Receipts Tax
An LLC that sells goods or provides services in Delaware is generally subject to the gross receipts tax, which is based on total revenue rather than profit. Rates range from roughly 0.1% to 2.0% depending on the activity. New businesses are automatically set up as quarterly filers; quarterly filers submit by the last day of the first month after the quarter ends, and monthly filers submit by the 20th of each month for the prior month’s receipts.9State of Delaware Division of Revenue. Gross Receipts Tax FAQs
Federal Tax Deadlines
Federal deadlines depend on the LLC’s tax classification.
A single-member LLC that has not elected corporate treatment is a disregarded entity. The owner reports income and expenses on Schedule C (or Schedule E or F, depending on the activity) attached to Form 1040, due April 15.10Internal Revenue Service. Single Member Limited Liability Companies
A multi-member LLC taxed as a partnership files Form 1065 by March 15 following the close of the tax year. For the 2025 tax year, that is March 15, 2026.11Internal Revenue Service. Publication 509 (2026), Tax Calendars An automatic six-month extension is available by filing Form 7004, which pushes the deadline to September 15. The partnership itself does not pay federal income tax; income and deductions pass through to each partner’s return via Schedule K-1.
Filing Form 1065 late costs $255 per month, or partial month, for each partner in the LLC, for up to 12 months.12Internal Revenue Service. Failure to File Penalty A two-member LLC that files three months late would owe $1,530 in penalties.
Stopping the Clock
The $300 franchise tax keeps accruing every year the LLC stays on Delaware’s records, active or not. To end the obligation, file a Certificate of Cancellation with the Division of Corporations. The filing fee is $200.13Delaware Division of Corporations. Certificate of Cancellation of a Limited Liability Company Delaware will not process the cancellation until all outstanding taxes through the effective date are paid. Call the Franchise Tax Section at (302) 739-3073 before submitting to confirm the exact balance; if back taxes, penalties, and interest are outstanding, those must be cleared first.