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Delaware certificate of formation

Delaware does not use the name Articles of Organization. A Delaware LLC is formed by filing a Certificate of Formation with the Division of Corporations for $110, and it pays a $400 annual tax by June 1.

Facts checked on the official pages . Private guide, not the Delaware Department of State (Secretary of State).

Phone

(302) 739-3073 (option 2 general information, option 3 franchise tax, option 0 all other)

Phone: 8:00 a.m. to 4:30 p.m., Monday to Friday except state holidays. Live support 8:30 a.m. to 4:00 p.m.

Form an LLC

$110

State filing fee

Filing fee

$110, Certificate of Formation

For an LLC

Report due

$400 annual tax by June 1

People search for "Delaware articles of organization" and then cannot find the form. The reason is simple. In Delaware the LLC formation document is the Certificate of Formation, filed with the Division of Corporations in Dover. Corporations file a Certificate of Incorporation. This guide describes the filing and is not legal advice. Our Delaware office guide covers search, contacts and other filings, and the general articles of organization guide compares states.

What is the Delaware form and what does it cost?

The filing fee for a Certificate of Formation is $110. For comparison, a Delaware corporation pays a base fee of $109 for incorporation, and the amount can rise with authorized shares. A foreign LLC that registers in Delaware pays $200.

The Division gives out a template with instructions. It says the template is a starting point, and that a stamped Filed copy comes back to you. A certified copy costs another $50.

Delaware formation filings
LLC formCertificate of Formation of a Limited Liability Company (corpfiles.delaware.gov, checked )
Form pageCertificate of Formation template PDF on corpfiles.delaware.gov (corpfiles.delaware.gov, checked )
State filing fee for an LLC$110 (corpfiles.delaware.gov, checked )
State filing fee for a corporation$109 (corpfiles.delaware.gov, checked )
Faster processingExpedited service is available; a certified copy costs $50 extra (corpfiles.delaware.gov, checked )
Worth knowingThe LLC owes $400 annual tax by June 1 for the year after its certificate takes effect. (corpfiles.delaware.gov, checked )
Faster processing (all filings)1-hour $1,000 (until 9 p.m. ET); 2-hour $500 (until 7 p.m.); same day $100 to $200 (before 2 p.m.); next day (24-hour) $50 to $100 (before 7 p.m.). Formation of an LLC: same day $100, 24-hour $50. (corpfiles.delaware.gov, checked )
Where to file onlineicis.corp.delaware.gov/Ecorp (corp.delaware.gov, checked )

What goes in the certificate?

Very little. The Delaware template has two numbered items. One is the LLC name. The other is the registered office and the registered agent in Delaware, with a street address and a city. An authorized person signs it, and the printed name goes under the signature.

The Division says the form holds the basic information required by statute. If you need to add something the law permits, you may draft your own document. Most small LLCs keep management terms in the operating agreement, not in the filing.

Which name and agent rules apply?

The name must include the words Limited Liability Company, the abbreviation L.L.C., or the designation LLC. It must be distinguishable on the Division's records from other entities and reserved names, unless the other holder consents in writing. Use the Division's name availability check before you file. Do not type the ending in the search box.

The registered agent needs a physical street address in Delaware. A company can serve as its own agent if it is physically in the state. An agent cannot do the job through only a virtual office or a mail forwarding service. Our registered agent change guide explains how to swap one later.

How do you rush a Delaware filing?

Expedited service is available for an extra fee per document. For LLC formation, 24-hour service costs $50 and same day service costs $100. Faster priority options exist at $500 for 2 hours and $1,000 for 1 hour. Use them only when a deadline forces you. Standard processing is cheapest.

Name reservations cost $75 and last 120 days.

What happens after the LLC is formed?

There is no annual report for an LLC. There is an annual tax instead. A Delaware LLC pays $400 by June 1 each year, for the prior calendar year. The first payment is due the June 1 after the calendar year in which the certificate takes effect.

A missed payment costs a $200 penalty plus interest of 1.5 percent a month on the tax and penalty. If the tax stays unpaid for three years, the LLC certificate is cancelled. Our Delaware good standing page shows how status feeds into the certificates you can order.

If you want a hand with the filing, you can ask our private filing service. State fees are separate, and you can file with the Division yourself.

Sources

  1. corpfiles.delaware.gov/Fee_Schedule/AugustFee2026.pdf: LLC filing fee, corporation filing fee, expedite fees. Checked .
  2. corp.delaware.gov/document-upload-service-information/: online filing. Checked .
  3. corpfiles.delaware.gov/LLC_Forms/LLC%20Formation.pdf: llc form, form page, faster processing, worth knowing. Checked .

Want it filed in Delaware?

Tell us what you need and we reply by email with the steps and our price.

Private paid service, not a government office. State fees are separate. You can also file yourself at the state's own portal: icis.corp.delaware.gov.

Delaware office questions

Are Articles of Organization the same as a Delaware Certificate of Formation?

They do the same job. Delaware simply calls the LLC formation document a Certificate of Formation. It is filed under Section 18-201 of the Delaware Limited Liability Company Act.

How much does a Delaware Certificate of Formation cost?

The filing fee is $110. A certified copy can be ordered for an additional $50. Expedited service costs extra, with a $50 24-hour option and a $100 same day option for LLC formation.

What does the form need to say?

Only two things: the LLC name and the registered office and registered agent in Delaware. The Division says the form holds the basic information required by statute, and you can draft your own to add more.

What must the LLC name include?

The words Limited Liability Company, or the abbreviation L.L.C., or the designation LLC. Check availability on the Division's website before you file.

Does a Delaware LLC file an annual report?

No. An LLC pays an annual tax of $400 instead, due by June 1 for the prior calendar year. The late penalty is $200 plus 1.5 percent interest each month.

Does the LLC need a Delaware address?

It needs a registered agent with a physical street address in Delaware. An agent that works only through a virtual office or a mail forwarding service does not meet the rule.

Can I hold a name before I file?

Yes. A name reservation costs $75 and lasts 120 days. It can be renewed for further 120 day periods.