How to start an LLC in Delaware

The name must contain "Limited Liability Company", "L.L.C." or "LLC". It also has to be distinguishable from every business already on the Delaware register.

Check it against Delaware's naming rules with our name checker before you file.

Every Delaware LLC needs a registered agent with a physical address in Delaware, available in business hours to accept legal papers and state notices.

You can be your own agent, but your address goes on the public record and you need to be there during business hours. A registered agent service keeps your home address off the filing.

The Certificate of Formation is the document that creates your LLC. It is filed with the Delaware Division of Corporations, which accepts it online.

It names the LLC, its registered agent and address, and whether it is managed by its members or by managers.

The operating agreement sets out who owns the LLC, how profits are shared and how decisions are made. It is not filed with the state, but banks often ask for it, and without one your state’s default rules decide disputes between members.

An Employer Identification Number from the IRS is the LLC’s federal tax number. You need it to open a business bank account and to hire, and it is free from the IRS.

Keep the LLC’s money separate from yours from the first day. Mixing them is the most common reason courts set aside an LLC’s liability protection.

Forming the LLC is not a business license. Check whether Delaware requires a state license, what your city or county requires, and whether your trade is licensed. If you sell taxable goods or services, register for Delaware sales tax too.

Delaware has no annual report for LLCs; the yearly filing is the annual LLC tax.

Annual LLC tax paid to the Delaware Division of Corporations on or before June 1 each year by every LLC active on the Division's records at any time in the prior calendar year. It is not prorated, and late payment adds a penalty plus monthly interest.