Each state has different requirements for forming a corporation. Whether you are starting a business or incorporating a business already in existence, you’ll want to understand state requirements for Delaware incorporation.
Cost to incorporate in Delaware
At BizFilings, we clearly outline our fees and the state fees to form a Delaware corporation. View our pricing to incorporate as a C corporation or S corporation to plainly see:
BizFilings’ package prices. BizFilings offers three incorporation service packages from which you can choose.
State fee for standard turn-around. Our pricing clearly shows the state fee to incorporate in Delaware with standard turn-around.
Expedited turn-around. You will see the BizFilings and state fee, if any, for expedited turn-around.
24-hour turn-around. Delaware has a 24-hour filing option, which is outlined in our pricing.
Certified copy. Our pricing also clearly displays the BizFilings and state fee, if any, for issuing a Certified Copy of the Certificate of Incorporation.
The corporation's name must contain the word "Association," "Company," Corporation," "Club," "Foundation," "Fund," "Incorporated," "Institute," "Society," "Union," "Syndicate," "Limited" or the abbreviation "Co.," "Corp.," "Inc.," "Ltd." or words or abbreviations of like import in other languages. The name must be distinguishable from those of other corporations organized, reserved or registered as a foreign corporation under the laws of Delaware. Use of words "Bank," "Banc," "Banque" and "Trust" need approval from the Department of Banking.
The following are Delaware’s requirements for directors of corporations:
Minimum number. Corporations must have one or more directors.
Residence requirements. Delaware does not have a provision specifying where directors must reside.
Age requirements. Delaware does not have age requirements.
Inclusion in the Certificate of Incorporation. Director names and addresses are not required to be listed in the Certificate of Incorporation.
Requirements for the Certificate of Incorporation
The document required to form a corporation in Delaware is called the Certificate of Incorporation. The information required in the formation document varies by state. Delaware's requirements include:
Officers. Officer names and addresses are not required to be listed in the Certificate of Incorporation.
Stock. Authorized shares and par value must be listed in the Certificate of Incorporation. An increase in the number of shares or par value can affect initial filing fees.
Registered agent. Corporations must list the name and address of a registered agent with a physical address (no post office boxes) in Delaware. The registered agent must be available during normal business hours to accept important legal and tax documents for the business.
After forming a corporation, you must undertake certain steps on an ongoing basis to keep your business in compliance. These steps are also important in preserving the limited liability a corporation provides its owners. This guide outlines the ongoing requirements for Delaware corporations.
Delaware corporate records
should keep the following items with the corporate records at their principal place of business:
The Certificate of Incorporation and bylaws
A list of shareholders
Books and records of account
Minutes of all shareholder and director meetings
Delaware corporate taxes and fees
The following are taxation requirements and ongoing fees in Delaware:
Annual report and franchise tax.
Delaware requires corporations to file an Annual Franchise Tax Report. The due date for corporations is March 1. The annual report fee is $50 and the franchise tax is calculated based on the number of shares and par value. If the number of shares is above 5,000, the Annual Franchise Tax Report amount may increase.