Delaware Annual Report Filing System

These pages do not include the Google™ translation application. For a complete listing of the FTB’s official Spanish pages, visit La página principal en español (Spanish home page). This Google™ translation feature, provided on the Franchise Tax Board (FTB) website, is for general information only. To get California forms for LLCs, go to ftb.ca.gov/Forms and search for the required form number. If the series LLC registered in California, the first LLC in the series uses the SOS number as the identification number on its initial payment voucher.

An LLC must file Form 568 by the original tax return due date, unless it files its tax return under the automatic six-month extension. An extension of time to file is not an extension of time to pay. All payments owed including NCNR members’ taxes are due on the original due date of the tax return.

Filing Requirements, Forms, and Mailing Addresses

See Franchise Tax Extensions of Time to File for more information. Form 5472 is used to make reportable transactions between the report corporation and foreign or domestic parties transparent to the Internal Revenue Service (IRS). The applicable companies are 25% foreign-owned US corporations including a foreign-owned US disregarded entity, or foreign corporations conducting any business within the US.

The Form LLC-4/7 is effective on the date it is filed with the SOS. LLCs are subject to an annual fee based on their total income “from all sources derived from or attributable to California” (R&TC Section 17942). Total income for LLC fee purposes is “gross income, as defined in R&TC Section 24271, plus the cost of goods sold, paid, or incurred in connection with the trade or business of the taxpayer.”

An Overview of the Delaware Franchise Tax

Get Publication 1017, Resident and Nonresident Withholding Guidelines, for more information. Delaware corporations (domestic only), nonprofits, LLCs, LPs, and general partnerships will be charged a $200 late fee. In addition, 1.5% interest will continue to accrue each month no report is filed. If you continue to be delinquent, the state will notify your business by November 1st stating their intent to administratively dissolve your company. All business corporations incorporated in the State of Delaware are required to file an Annual Report and to pay a franchise tax by March 1st of every year. Exempt domestic corporations do not pay a tax but must file an Annual Report.

If you have any questions related to the information contained in the translation, refer to the English version. LLCs must file FTB 3832, Limited Liability Company Nonresident Members’ Consent, with Form 568. The FTB 3832 must have each nonresident member’s signed consent to California’s jurisdiction to tax the members’ distributive share of the LLC’s income attributable to California sources. The nonresident member of a single member LLC consents to California tax jurisdiction when it signs the Single Member LLC Information and Consent on Side 1 of Form 568.

Who can file a Delaware Annual Report?

The two methods use different inputs and different calculations. Depending on the size and equity status of your business, the resulting tax amounts can differ wildly between the two methods. The State of Delaware has a franchise tax calculator on their website to make it easy to estimate and compare. The State of Delaware requires quarterly installment payments for all companies who owe $5,000 in taxes or more.

Read our detailed article to gain a comprehensive explanation of the Delaware franchise tax and annual reports and ensure your company meets its requirements promptly. If the LLC does not owe any fee, it is not required to complete or mail FTB 3536. An LLC filing its tax return on a nonextended basis will include any required payment of the fee with its tax return. The exempt domestic corporations are defined in Delaware Code Title 8. They are discharged from franchise tax but are still required to file annual reports. Delaware companies are also required to do some other annual filings.

What are Delaware franchise tax and annual tax?

The due date of franchise tax payments for Delaware corporations for the previous year is on or before the 1st of March. For LPs, LLCs, and GPs, the tax due is on or before the 1st of June. If an LLC’s tax year ends prior to the 15th day of the 6th calendar month of its tax year, then no estimated payment is required and the LLC top six tips about the home office deduction must pay the fee by the due date of the tax return. For tax years that begin on or after January 1, 2009, LLCs must estimate and pay their applicable fee by the 15th day of the 6th month of the current tax year. An LLC that underestimates its fee will be subject to a penalty equal to 10 percent of the amount of the underpayment.

The Delaware Annual Report and/or franchise tax must be filed online through the Delaware Corporations Information System. As the name suggests, this process requires you to know the total number of authorized shares. The minimum tax for companies using the Authorized Shares Method is $175. The minimum tax for companies using the Assumed Par Value Capital Method is $400. With either method the maximum tax is $200,000, unless the company has been identified as a “large corporate filer,” in which case their tax will be $250,000.00.

Due Dates for First-Year Annual Tax Payment

For tax years that begin on or after January 1, 2001, the definition of total income excludes amounts already included in the calculation of the fee of another LLC. Late tax payments and the penalty acre interest at the rate of 1.5% per month. The Delaware Franchise Tax applies to all corporations in Delaware.

All Delaware corporations, nonprofits, LLCs, LPs, and general partnerships must file a Delaware Annual Report and/or pay an annual franchise tax. Domestic corporations must file an annual report and pay a franchise tax. Foreign corporations and nonprofits are only required to file an annual report.