Delaware LLC annual report: there is no report, but the June 1 tax still bites
A lot of founders search for a Delaware LLC annual report because they assume every state wants one. Delaware does not. The state says LLCs are not required to file an annual report. But Delaware still charges a yearly LLC tax, and that payment is due on or before June 1. Miss it and the penalties start fast.
The clean answer first
If your business is a Delaware LLC, the recurring state job is usually not an annual report. It is the annual LLC tax payment. The Delaware Division of Corporations says LLCs, LPs, and GPs are not required to file Annual Franchise Tax reports with the Division of Corporations, but they must pay the yearly tax on or before June 1.
That distinction matters because many founders mix Delaware corporations and Delaware LLCs together. Corporations file annual reports in Delaware. LLCs generally do not. LLCs just owe the annual tax.
What Delaware requires each year
| Delaware LLC annual item | Rule |
|---|---|
| Annual report | No annual report required for LLCs |
| Annual state tax | $400 yearly tax |
| Due date | On or before June 1 |
| Late penalty | $200 |
| Interest on unpaid balance | 1.5% per month on tax and penalty |
| Who owes it | Domestic and foreign Delaware LLCs active in the records during the year |
Why people get this wrong
Delaware is a favorite formation state, so founders read a lot of mixed advice online. Some pages talk about franchise tax and annual reports for corporations. Other pages talk about the flat LLC tax. If you are running an LLC, the state's own instructions are the best shortcut: no annual report, yes annual tax.
Delaware says LLCs are not required to file Annual Franchise Tax reports, but they must pay the $400 yearly tax on or before June 1.
The late bill is worse than it looks
The official instructions say failure to pay the required annual taxes results in a $200 penalty plus 1.5% interest per month on both the tax and the penalty. That means a missed payment does not just sit there at $400. It grows.
For a small business owner, this is one of those admin misses that feels silly in hindsight because the obligation is simple and the amount is fixed. Delaware gives you a clear date. The expensive part is ignoring it.
Who owes the tax
The Division of Corporations says all domestic and foreign LLCs formed or registered in Delaware are required to pay the annual tax. The instructions also say annual taxes are assessed if the entity is active in the records of the Division of Corporations anytime during January 1 through December 31 of the current tax year.
That line matters if you formed an LLC and barely used it. Delaware is not asking whether you made money. It is looking at whether the entity existed as an active Delaware record during the year.
What if you want to cancel the LLC
Delaware's LLC statute says the annual tax for a domestic LLC is due on the first day of June following the close of the calendar year or upon cancellation of the certificate of formation. The statute also says that if the existence of a domestic LLC or the registration of a foreign LLC will cease by filing a certificate, the full amount of the annual tax for that calendar year is due before the filing of the certificate.
In practical terms, cancellation does not let you sneak past the annual tax. If you are shutting the entity down, clear the tax issue first.
Do you need an EIN to pay it?
Not necessarily. Delaware's tax FAQ says you may file your annual report and pay taxes without having a Federal ID number. The annual report part applies to corporations, but the same FAQ makes clear that Delaware LLCs can pay the annual tax without an EIN.
That is useful for owners who formed first and handled the IRS step later. The state tax bill does not wait for your EIN timeline.
How founders usually stay on top of this
The easy system is a recurring reminder in April or May, plus a registered-agent service that nudges you before the deadline. Delaware itself also warns owners to be careful with fake tax notices and scam mailers. The Division of Corporations says suspicious correspondence should be viewed carefully unless it comes directly from the State or the entity's Delaware registered agent.
That warning is worth taking seriously because Delaware entities attract a lot of junk compliance mail.
What this page is really telling you
If you searched for “Delaware LLC annual report,” the honest answer is that the state does not require one for LLCs. But you still have a recurring state obligation, and it is not optional. It is a flat yearly tax due by June 1, with a meaningful penalty if you miss it.
Bottom line
Delaware LLCs do not file an annual report. They pay a $400 yearly tax due on or before June 1. If you pay late, Delaware adds a $200 penalty and 1.5% monthly interest on the tax and penalty. So the compliance move is simple: stop looking for a report form, pay the annual tax on time, and keep proof that it was handled.