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Every step to open an LLC in Delaware and get ready to hire, in order, with the official state page for each one. Agencies you'll deal with: Department of State, Division of Corporations · Division of Revenue · Department of Labor (UI, Paid Leave, Industrial Affairs) · Division of Child Support Services (new hire) · Office of the State Treasurer (EARNS).
This is the most common path: a new LLC, general business, paying W-2 employees and 1099 contractors. Adding a location, forming a corporation, or in a licensed industry? Customize it and check off steps as you go.
Customize this checklistPopular Delaware business types:
Do this first. The state tax and payroll accounts ask for your registration details.
Apply free on the IRS website and get the number immediately. You'll need it for the state tax registration, a business bank account, and payroll. Opening a new location? You already have one; the same EIN works in every state.
This internal document sets out who owns what, how decisions get made, and what happens if an owner leaves. It isn't filed with the state, but banks often ask for it, and it helps protect your liability shield. Single-owner LLCs need one too.
Bring your EIN letter, filed formation documents, and operating agreement or bylaws. Keeping business and personal money separate is one of the main things that protects your personal assets.
Many businesses need a license or permit before opening, separate from registering the company. Check three levels: the state licensing board for your field, your city or county, and any federal agency that regulates your industry.
If you want S corp taxation, file IRS Form 2553. The deadline is tight: generally within 2 months and 15 days after the start of the tax year you want it to apply. See Business basics for when it makes sense.
File Articles of Organization (or the state's equivalent) online through Division of Corporations filing services; Delaware One Stop (onestop.delaware.gov) for business licenses and tax registration.
Every entity needs a registered agent with a physical Delaware address. Changing your agent costs $50.
Since February 2, 2026, trade names are registered statewide with the Division of Revenue through Delaware One Stop, not with county Prothonotary offices. Notarization is no longer needed.
Anyone doing business in Delaware also needs a state business license from the Division of Revenue, renewed each year by December 31. A new fee schedule took effect August 1, 2026.
Anyone doing business in Delaware needs a state business license from the Division of Revenue. Most licenses are prorated the first year and expire December 31.
Register online through Delaware One Stop for your business license and as a withholding agent (Part B of the Combined Registration Application, Form CRA). One Stop also prints a temporary license.
The City of Wilmington levies a 1.25% earned income tax on residents and on nonresidents who work in the city. Employers there must register with the city and withhold it.
Applies if you sell products, or services this state taxes. Most medical care is exempt. See Business basics for sales tax.
Delaware charges a gross receipts tax on the seller (not the buyer), from 0.0945% to 1.9914% by business type, such as 0.7468% for general retailers with a $100,000 exclusion. Anyone doing business in Delaware needs a state business license from the Division of Revenue, obtained through One Stop at onestop.delaware.gov.
Applies once you pay W-2 employees who work in this state.
Form I-9 is never mailed to the government. You keep it in your own files and show it only if ICE or the Department of Labor asks for an inspection.
Federal posters (minimum wage, EEO, FMLA if you have 50+ employees, and others) go alongside the state ones.
Register once you pay wages to employees working in Delaware. Reports and payments are usually quarterly.
Delaware Paid Leave started contributions January 1, 2025, and benefits January 1, 2026. The full rate is 0.8% of covered wages, and you may deduct up to half from employees.
Required at 1 or more employees. Coverage must be in place before anyone starts work, including part-time, temporary and seasonal workers.
Report new and rehired employees to the Delaware State Directory of New Hires using the same FEIN as your quarterly wage reports.
Delaware's wage payment rules:
$15.00 an hour.
No statewide paid sick leave law for private employers. Delaware Paid Leave covers longer medical and family leave.
Employers with 5 or more employees and no qualified retirement plan must register and offer payroll deductions into a Roth IRA. Employers with a plan must certify an exemption. The first deadline was October 15, 2024.
Employers with 50 or more Delaware employees must give interactive sexual harassment training within 1 year of hire and every 2 years, with extra training for supervisors. Workers employed under 6 months are exempt. All new hires get the Department of Labor's harassment information sheet.
Display the state's required labor law posters where employees can see them, along with the federal posters. Workers' comp notices come from your carrier.
Register with the Department of Labor, choose the state plan or an approved private plan, and file quarterly contribution and wage reports. Your required coverage depends on headcount (10+ parental, 25+ all types).
Once you have 5 or more employees and no retirement plan, register with EARNS. If you add a 401(k) or similar plan, certify your exemption instead.
The W-9 gives you the contractor's legal name and tax ID for their 1099. Check the classification first: if you control how and when they work, they may legally be an employee.
File with the IRS and send the contractor a copy by January 31. For payments made in 2026 and later, the reporting threshold is $2,000 per contractor per year (it was $600 before).
Recurring deadlines. Put these on your calendar now.
FinCEN's final rule, effective August 14, 2026, permanently exempts companies formed in the U.S. from beneficial ownership reporting. Ignore letters or emails demanding a BOI filing fee; they're a common scam. Only companies formed outside the U.S. still file.
Delaware has no sales tax but taxes most businesses on gross receipts, at rates from 0.0945% to 1.9914% depending on business type.
The LLC, LP and GP annual tax rose from $300 to $400 for the 2026 tax year. Pay it by June 1, 2027 to avoid a $200 penalty.
Keeps your business in good standing with the state. Missing it can lead to penalties or dissolution.
Late filing or payment costs a $200 penalty plus 1.5% interest a month. Foreign corporations pay a $250 annual report fee since August 1, 2026 (was $125). Delaware also charges a gross receipts tax of 0.0945% to 1.9914% on most businesses.
File unemployment wage reports each quarter and state withholding returns on the schedule you're assigned (if the state has income tax), plus the annual W-2 reconciliation.
Recurring dates for Delaware and federal filings. A payroll service handles most payroll lines, but you should know they're happening.
| When | What | Filed with |
|---|---|---|
| Mar 1 | Corporations file annual franchise tax report and pay franchise tax | Delaware |
| Jun 1 | LLCs, LPs and GPs pay $400 annual tax | Delaware |
| Dec 31 | Renew state business license | Delaware |
| 30 days after each quarter | Delaware Paid Leave contribution and wage reports due | Delaware |
| Last day of month after each quarter | UI reports (UC-8/UC-8A) due | Delaware |
| Jan 31 | W-2s to employees and SSA (with W-3); Form 940; 4th-quarter Form 941 | IRS / SSA |
| Jan 31 | 1099-NEC to contractors and IRS | IRS |
| 15th monthly | Federal payroll tax deposit (monthly depositors) | IRS |
| Apr 30 · Jul 31 · Oct 31 | Form 941 for the quarter | IRS |
| Jul 31 | Form 5500 or 5500-SF, if you sponsor a 401(k) (Oct 15 with Form 5558 extension) | DOL (EFAST2) |
Last verified: October 27, 2026
The Delaware state filing fee for an LLC is $110. That's the fee to form your LLC with the state. Expect other costs too, such as a registered agent service if you use one, licenses, and annual filings. See the checklist above for each step.
Delaware has no statewide sales tax. Other business taxes may still apply. The checklist above shows what to register for.
Recurring filings include: pay the gross receipts tax; file the Annual Franchise Tax Report (corporations); Annual Tax (LLCs, LPs and general partnerships); file quarterly unemployment reports and withholding returns. The deadline calendar above lists the dates.
This guide organizes official requirements. It isn't legal or tax advice. Fees, forms, and deadlines change, so confirm on each linked state page before you file, and talk to an attorney or CPA about your specific situation.
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