Delaware Franchise Tax Deadlines: Every Date That Matters

What are the Delaware franchise tax deadlines?

Delaware has two separate franchise tax deadlines, and which one applies to you depends entirely on your entity type. If you own a Delaware LLC, a limited partnership (LP), or a general partnership, your deadline is June 1. If you own a Delaware corporation — whether a C-corp or an S-corp election sitting on top of a corporation — your deadline is March 1. These are hard dates set by the state, and there is no automatic extension.

The single most important thing to understand is that these two dates do not overlap and are not interchangeable. A founder who forms a Delaware LLC and then assumes the March 1 corporation date applies will miss the real June 1 deadline by three months and trigger a penalty. The reverse is just as common: a Delaware C-corp owner who waits until June discovers the corporation deadline passed on March 1. This guide treats the two tracks separately so you can lock in the date that actually applies to your company. None of this is legal or tax advice — always confirm the current deadline on the state portal or with a qualified advisor.

When is the Delaware LLC franchise tax due?

A Delaware LLC owes a flat $300 franchise tax due by June 1 every year. There is no calculation and no annual report — paying the $300 is the entire annual state obligation for an LLC. The amount is the same whether your LLC earned nothing or seven figures, and the June 1 date does not shift for weekends or holidays, so if June 1 falls on a Sunday, do not wait until Monday.

The same June 1 deadline and flat $300 apply to Delaware limited partnerships and general partnerships. Only corporations use the variable, share-based calculation with the earlier March 1 date. If you operate a fund or holding structure built on LPs, budget the same $300 per entity per year on the June 1 calendar. For the full breakdown of how the $300 fits your ongoing costs, the Delaware franchise tax overview and the Delaware LLC cost page show the numbers year by year. Remember the tax is separate from your registered agent renewal, which runs on its own date.

When is the Delaware corporation deadline?

A Delaware corporation has a March 1 deadline, and by that date it must do two things: file its annual report (a $50 filing fee) and pay its franchise tax. Unlike the flat LLC fee, the corporate franchise tax is variable. It starts at a $175 minimum under the Authorized Shares Method or a $400 minimum under the Assumed Par Value Capital Method, and it is capped at $200,000. A corporation may pay whichever method produces the lower number.

This dual obligation is why the corporation deadline trips people up. It is not just a payment; it is a payment and a filing, both due March 1. The Delaware annual report page walks through what information the report requires (officer and director details), and the Delaware C-corp guide explains how the two calculation methods work so you do not overpay. Startups in particular should never pay the first number Delaware shows them, because the default Authorized Shares figure can be tens of thousands of dollars higher than the Assumed Par Value result.

How does the first-year deadline work?

You do not owe franchise tax on the day you form. The obligation begins the year after formation, so your first deadline is always the following calendar year. The exact timing depends on entity type:

• LLC or LP formed in 2026: first $300 payment is due June 1, 2027.
• Corporation formed in 2026: first annual report and franchise tax are due March 1, 2027.

This first-year gap is a common source of confusion. Some founders panic in their formation year thinking they have already missed a deadline, while others assume the gap means the tax never starts and get surprised the next spring. The simplest rule: form this year, pay first next year. When you form a Delaware LLC through our service, we record that first real deadline at formation so the Year 2 payment is never a surprise. The how it works page shows where compliance tracking fits into the overall timeline.

Does Delaware prorate the franchise tax for a partial year?

For LLCs and LPs, there is no proration. The $300 is a flat fee. Whether you formed your LLC on January 2 or December 30, once the obligation begins you owe the full $300 — Delaware does not discount it for a short first year of operation. This is different from how some other states handle annual fees, so do not assume a partial-year discount exists.

For corporations, the franchise tax can be prorated when the entity exists for only part of a year, which matters most for companies that form or dissolve mid-year. The exact proration depends on the months the corporation was in existence and on the calculation method used, so the figure is not a flat number you can predict in advance. Because the rules around corporate proration can change and depend on your specific dates, confirm the current treatment on the Delaware Division of Corporations portal or with a qualified advisor before relying on a prorated estimate. This is general information, not tax advice.

What triggers a Delaware franchise tax penalty?

The penalty triggers the instant a deadline passes with the tax unpaid — June 1 for LLCs and LPs, March 1 for corporations. There is no grace period, no soft deadline, and no warning email that pauses the clock. The day after your deadline, an unpaid entity is simply late, and Delaware applies the consequences automatically.

Three things happen at once when you miss the date. First, Delaware adds a fixed $200 penalty. Second, it begins charging 1.5% interest per month on the unpaid balance. Third, and most importantly, your entity loses its good standing. That last consequence is the one that actually hurts: while out of good standing you generally cannot obtain a Certificate of Good Standing, which banks, payment processors, investors, and other states routinely require. A missed $300 LLC payment can quietly block a Mercury or Stripe approval at the worst possible time. For a deeper look at the mechanics of being out of good standing, see the franchise tax overview.

Side-by-side: LLC vs corporation deadlines

Because the two entity types are so easy to confuse, here is the full comparison in one place. Match your entity to the correct column and put that date on your calendar today:

The pattern to memorize is short: LLC = June 1, flat $300, no report; corporation = March 1, variable tax, plus a $50 report. If you hold both an LLC and a corporation, you have two separate deadlines on two different dates, and each entity owes its own tax. The Delaware series LLC is a useful exception worth knowing: the parent LLC pays a single $300 by June 1, not $300 per protected series, which is why some real estate and holding operators prefer it.

How much does a late payment actually cost over time?

The penalty is fixed, but interest accrues, so the longer you wait the more you owe. Here is how a missed $300 LLC payment grows over time. The interest figures are illustrative — always confirm the exact balance on the state portal before paying:

As the table shows, the dollar cost of interest is modest in the early months — the real damage is the lost good standing, not the few dollars of monthly interest. A founder who lets a $300 payment slip for a year is not just paying an extra $250 or so; they may be unable to open a bank account, raise money, or register in another state during that entire period. And if the lapse runs long enough, Delaware can ultimately declare the entity void or cancelled, which is far more expensive to reverse than the original $300. Walking away from an unused LLC does not stop the clock — the cheap fix is to formally close the entity, which the cost page touches on.

Worked example: an LLC formed in March 2026

Imagine a non-resident founder forms a single-member Delaware LLC on March 15, 2026 to run a SaaS product and accept Stripe. Here is the deadline timeline they should put on the calendar:

• March 15, 2026: LLC formed. No franchise tax is owed in 2026 — the first-year gap applies.
• June 1, 2027: first $300 franchise tax payment due. There is no proration for forming partway through 2026, so the full $300 is owed.
• June 1, 2028 and every year after: another flat $300 due each June 1 for as long as the LLC exists.

Notice the founder pays nothing in their formation year, then $300 every June 1 thereafter — predictable and flat. If this same founder is foreign-owned, they also have a separate federal obligation on a different calendar: the Form 5472 filing for foreign-owned single-member LLCs, with a pro-forma Form 1120 and a steep $25,000 penalty for missing it. That federal deadline follows the income-tax calendar, not June 1, which is exactly why we recommend treating state and federal items as separate calendar entries. Our guide for non-residents covers how these pieces fit together.

What are the most common deadline mistakes?

A handful of errors account for nearly every missed Delaware deadline. The biggest is confusing the June 1 LLC date with the March 1 corporation date — owners of one entity type put the wrong date on the calendar and miss by months. Second is assuming a dormant or zero-revenue LLC owes nothing; the flat $300 is still due by June 1 regardless of activity. Third is thinking the first payment is due in the formation year, when it is actually due the following year.

Two more catch corporation owners specifically. Many forget that the March 1 deadline covers two items — the franchise tax and the $50 annual report — and file one but not the other. And many pay the alarming Authorized Shares figure at face value instead of recalculating with the Assumed Par Value method, overpaying by thousands. Finally, founders of every entity type forget the separate registered agent renewal (about $99) that runs on its own date; letting the agent lapse can knock the entity out of good standing even when the franchise tax is paid on time.

How do I never miss a Delaware franchise tax deadline?

Delaware does not send reliable reminders, so the responsibility to track June 1 or March 1 falls on you or your registered agent. The most robust approach is to put the deadline on a recurring calendar the moment you form, pay early in the spring rather than at the last minute, and keep your registered agent renewal current so you do not lose good standing on a technicality. Paying ahead of the deadline costs nothing extra and removes the risk of a penalty entirely.

When you form with DelawareLLC.co, deadline tracking is part of the compliance support we include — not an upsell you discover later. Your specialist records your June 1 (LLC) or March 1 (corporation) deadline at formation and reaches out ahead of it, whether or not you have renewed any other service. If you want us to, we can file and pay the flat $300 on your behalf and send you the confirmation, so the entity never quietly slips out of good standing. For corporations, we also run the Assumed Par Value calculation so you do not overpay a misleading notice. Support is over WhatsApp, and our filing and EIN work carry a money-back guarantee. If you are ready, start with our formation service or review the all-inclusive pricing; if you are still comparing structures, the C-corp guide shows how the March 1 deadline differs from the LLC June 1 date. This page is general information, not legal or tax advice.

How does the franchise tax deadline relate to other compliance?

The franchise tax deadline is one item on a small compliance calendar, and it helps to see how the pieces line up. The franchise tax (June 1 for LLCs, March 1 for corporations) is a Delaware state obligation. Your registered agent renewal (about $99) is also a state requirement but runs on its own anniversary date. Any federal filings — income tax, and for foreign-owned single-member LLCs the Form 5472 — follow the IRS calendar, not the Delaware dates.

There is also the question of BOI (Beneficial Ownership Information) reporting with FinCEN, which founders often lump in with state compliance even though it is a separate federal matter. Under a March 2025 FinCEN interim final rule, BOI reporting was removed for US domestic reporting companies, and US persons are generally exempt — only certain foreign reporting companies were left with an obligation. Because this area is still evolving, confirm the current requirement directly with FinCEN or a qualified advisor before assuming you do or do not need to file. What has not changed is the Delaware franchise tax deadline: that $300 is due every June 1 for an LLC regardless of where BOI rules land. Keep the franchise tax (state), the registered agent (state), and any federal filings (IRS or FinCEN) as separate calendar items so none of them slips.