Foreign LLC registration
Delaware Foreign LLC Registration
An LLC formed in another state registers with Delaware on the Certificate of Registration of a Foreign Limited Liability Company. The $200 filing fee goes to Delaware; our $199 covers preparing and filing it plus the first year of Delaware registered agent service, for $399 at checkout. Delaware also wants a certificate of good standing from the home state, dated within 180 days.
Delaware LLC registration at a glance
- Filing
- Certificate of Registration of a Foreign Limited Liability Company (no form number)
- State fee
- $200 filing fee
- Total with us
- $399, first year of Delaware registered agent service included
- Home-state certificate
- Required, dated within 180 days
- Delaware yearly filing
- Annual LLC Tax, $300, every year
- Filed with
- Delaware Department of State, Division of Corporations
What the Delaware filing asks for
For the filing, Delaware needs:
- The exact name of your LLC as formed
- The state it was formed in and its date of formation
- A Delaware registered agent with a street address there; we fill in ours
- A principal office address
- A certificate of good standing from the home state, no older than 180 days when Delaware receives it
LLC into Delaware, by home state
The first-year total adds the home state's certificate fee to the $399 checkout total; the certificate is ordered from that state.
| Formed in | Certificate Delaware asks for | First year |
|---|---|---|
| Alabama | Certificate of Existence, $25 | $424 |
| Alaska | Certificate of Compliance, $10 | $409 |
| Arizona | Certificate of Good Standing, $10 | $409 |
| Arkansas | Certificate of Good Standing, $25 | $424 |
| California | Certificate of Status, $5 | $404 |
| Colorado | Certificate of Good Standing, free | $399 |
| Connecticut | Certificate of Legal Existence, $50 | $449 |
| Florida | Certificate of Status, $5 | $404 |
| Georgia | Certificate of Existence, $10 | $409 |
| Hawaii | Good Standing Certificate, $5 | $404 |
| Idaho | Certificate of Existence, $10 | $409 |
| Illinois | Certificate of Good Standing, $25 | $424 |
| Indiana | Certificate of Existence, $15 | $414 |
| Iowa | Certificate of Existence, $5 | $404 |
| Kansas | Certificate of Good Standing, $7.50 | $406.50 |
| Kentucky | Certificate of Existence, $10 | $409 |
| Louisiana | Certificate of Good Standing, $25 | $424 |
| Maine | Certificate of Existence, $30 | $429 |
| Maryland | Certificate of Status, $20 | $419 |
| Massachusetts | Certificate of Good Standing, $25 | $424 |
| Michigan | Certificate of Good Standing, $10 | $409 |
| Minnesota | Certificate of Good Standing, $5 | $404 |
| Mississippi | Certificate of Good Standing / Certificate of Existence, $25 | $424 |
| Missouri | Certificate of Good Standing, $10 | $409 |
| Montana | Certificate of Existence, $5 | $404 |
| Nebraska | Certificate of Good Standing, $6.50 | $405.50 |
| Nevada | Certificate of Existence, $50 | $449 |
| New Hampshire | Certificate of Good Standing, $5 | $404 |
| New Jersey | Standing Certificate, $50 | $449 |
| New Mexico | Certificate of Good Standing and Compliance | $399 |
| New York | Certificate of Status, $25 | $424 |
| North Carolina | Certificate of Existence, $10 | $409 |
| North Dakota | Certificate of Good Standing, $20 | $419 |
| Ohio | Certificate of Good Standing, $5 | $404 |
| Oklahoma | Certificate of Good Standing, $20 | $419 |
| Oregon | Certificate of Existence, $10 | $409 |
| Pennsylvania | Subsistence Certificate, $40 | $439 |
| Rhode Island | Certificate of Status / Certificate of Good Standing, $22 | $421 |
| South Carolina | Certificate of Existence, $10 | $409 |
| South Dakota | Certificate of Good Standing/Existence, $20 | $419 |
| Tennessee | Certificate of Existence, $20 | $419 |
| Texas | Certificate of Fact - Status, $15 | $414 |
| Utah | Certificate of Existence, $12 | $411 |
| Vermont | Certificate of Good Standing, $35 | $434 |
| Virginia | Certificate of Fact of Existence/Registration, $6 | $405 |
| Washington | Certificate of Existence, $20 | $419 |
| West Virginia | Certificate of Existence, $10 | $409 |
| Wisconsin | Certificate of Status, $10 | $409 |
| Wyoming | Certificate of Good Standing, free | $399 |
If you do business in Delaware without registering
An unregistered LLC doing business there cannot start a lawsuit in Delaware courts until it registers. Its contracts stay valid, and it can still defend a case brought against it. Members and managers do not become personally liable just because the LLC skipped registration. Delaware penalties for unregistered business: up to $200 for each year or part of a year. A Delaware court can order the LLC to stop doing business there until it registers.
Delaware registered agent rule
Delaware requires every registered foreign LLC to keep a registered agent there. Delaware allows an individual resident of Delaware, or a domestic or foreign entity other than the LLC itself that has a Delaware business office at the registered office to serve. The agent's address must be a street address in Delaware, not a P.O. box. A resigning agent stays responsible for 30 days after filing the resignation. Our $199 includes the first year of Delaware registered agent service, then $149 a year.
Delaware yearly filings
Once registered, your LLC files the Delaware Annual LLC Tax every year, at $300. From year two, keeping the Delaware registration costs $449 a year with our registered agent service.
How long Delaware takes
We file it with the Delaware Department of State. Paid speed-ups: 24-hour $50, same-day $100, 2-hour $500, 1-hour $1,000; they are optional and not in the total.
Leaving Delaware later
If your LLC stops doing business there, it ends the registration by filing a Certificate of Cancellation of Registration of a Foreign Limited Liability Company. Until that is filed, Delaware's yearly filing stays due.
Delaware foreign LLC questions
Do I have to register my LLC in Delaware?
Yes, if it was formed in another state and does business there. An office, staff or regular sales there usually mean registering.
How much does foreign LLC registration in Delaware cost?
$399 at checkout: the $200 filing fee plus our $199, which includes the first year of registered agent service.
Does Delaware need a certificate from my home state?
Yes, a certificate of good standing from the home state, dated within 180 days.
What does it cost each year to stay registered in Delaware?
$449 a year: $300 for the Annual LLC Tax and $149 for our registered agent service. The home state's own yearly filing stays separate.
What if I don't register with Delaware?
Your LLC cannot sue in court there until it registers, and Delaware can add up to $200 for each year or part of a year.
Do I need a registered agent in Delaware?
Yes. Delaware requires one for every LLC registered there from another state, with a street address in the state. Ours is included for the first year, then $149 a year.
How do I withdraw from Delaware later?
File a Certificate of Cancellation of Registration with the Delaware Department of State.
Can I form a new Delaware LLC instead?
It is possible, but that is a separate company that files Delaware's Annual LLC Tax ($400), while the original keeps its home-state filings. Registering keeps one company in both states.
Is the Delaware filing the same for a corporation?
No: corporations file their own registration ($245 in state fees), and LLCs file this one.
Is this a certificate of authority?
Delaware calls it registration; other states call the same step a certificate of authority or foreign qualification.
Official Delaware sources
- Delaware filing page (corp.delaware.gov)
- Delaware filing (corpfiles.delaware.gov)
- Delaware: corpfiles.delaware.gov
- Delaware Code Title 6, chapter 18, subchapter IX (foreign LLCs)
- Delaware Code Title 6, chapter 18, subchapter XI (fees and annual tax)
- Delaware: corpfiles.delaware.gov
- Delaware yearly filing (corp.delaware.gov)