How to Form an LLC in Delaware – DE Division of Corporations

The Delaware Certificate of Formation of Limited Liability Company and the Delaware Certificate of Registration of a Foreign Limited Liability Company are both template forms which may be used to register a Limited Liability Company with the Delaware Secretary of State. The Delaware Certificate of Formation of Limited Liability Company is specifically geared to entities who are forming a new Limited Liability Company in the State of Delaware whereas the Delaware Certificate of Registration of a Foreign Limited Liability Company is to be used only by foreign Limited Liability Companies wishing to operate as such in the State of Delaware. Regardless of which of these companies are being formed both will carry a processing time of around five to seven business days and both are eligible for 1 Hour Expediting Service for a $1,000.00 Fee, 2 Hour Expediting Service for a $500.00 Fee, or Same Day and 24 Hour Service each with a variable rate depending upon the office workload at the time. Once either filing is successful, the entity will receive a stamped file copy for free. If a Certified Copy is required this will bear a Certification Fee of $50.00/Certified Copy. These services may be requested on the Delaware Filing Memo Cover Sheet which will also provide a method to report a Payer's Credit Card Information. The Filing Fee for the Delaware Certificate of Formation of a Limited Liability Company is $90.00 and the Filing Fee for the Delaware Application for Registration of a Foreign Limited Liability Company is $200.00. The Filing Fee must be paid in Full regardless of whether you opt for additional services or not. All payments may be remitted with a check payable to "Delaware Secretary of State" or with a Credit Card (American Express, Discover, MasterCard, or Visa).


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Form a Foreign LLC in Delaware – Certificate of Registration

Form a Foreign LLC in Delaware – Certificate of Registration

The Delaware Certificate of Registration of Foreign Limited Liability Company must be filled out and submitted to the Delaware Secretary of State so that a foreign Limited Liability Company may operate as such in the State of Delaware. That is, while a foreign Limited Liability Company may be authorized to conduct business in its home […]

Form an LLC in Delaware – Certificate of Formation of Limited Liability Company

Form an LLC in Delaware – Certificate of Formation of Limited Liability Company

The Delaware Certificate of Formation of Limited Liability Company must be submitted with a Delaware Cover Letter Memo to the Delaware Secretary of State when an entity wishes to form as a domestic Limited Liability Company. This should be considered a template form thus, if you wish to submit more information to register the forming […]

How to Form

Step 1 – Before filing any documents regarding the Limited Liability Company that will be formed, you will need to think of a unique Name for the Delaware Limited Liability Company. This Name must also bear a Limited Liability Company Designation term within it (i.e. L.L.C., LLC, Limited Liability Company, etc.). Foreign Limited Liability Companies should make sure the True Name on the Certificate of Existence to be submitted is available and contains the appropriate designation.

Step 2 – You may check for the availability of a Name utilizing the Business Search Tool available on the Delaware Secretary of State site (https://icis.corp.delaware.gov/Ecorp/NameReserv/NameReservation.aspx). The goal would be to check the database, by entering the Name you wish to use for the Limited Liability Company in Delaware and seeing if any similar results are shown. If there are no matching criteria, the chances you have found a unique Name will be relatively good. Although, it is soley up to the Delaware Secretary of State Corporation Division to make that assessment and grant permission to use a Name. If you wish, you may reserve the Name using the Delaware Application for Reservation of Limited Liability Company Name ($75.00 Filing/Application Fee). Reserving a Name is optional and you may continue to file a registration regardless of whether or not the Name is Reserved however, it must be approved by the Delaware Secretary of State Division of Corporations.

Step 3 – Next, you will need to obtain a Delaware Registered Agent who will accept the responsibility of accepting Service of Process for the registering Limited Liability Company in the event it is sued in Delaware. This may not be the registering entity and must be an adult Individual or Business authorized to operate in Delaware. Additionally, this party must have a Physical Address in the State of Delaware.

Step 4 – You will need to Register the Limited Liability Company with the Delaware Secretary of State Division of Corporations. If you are registering a domestic Limited Liability Company then you must file a Delaware Certificate of Formation Limited Liability Company (with payment for a $90.00 Filing Fee). If you are registering a foreign Limited Liability Company, then you must file a Delaware Application to Register a Foregin Limited Liability Company (with payment for the $200.00 Filing Fee). The review process will take roughly five to seven business days but may be expedited to 1 Hour ($1,000.00 Expediting Service Fee), 2 Hour ($500.00 Expediting Service Fee), 24 Hour (Varying Fee Contact Office), or Same Day Service (varying Fee Contact Office). When the filing is successful a filed stamped copy will be mailed to the Address indicated on the Delaware Filing Memo Cover Sheet. If desired, you may have a Certified Copy mailed provided you pay a $50.00 Certificate Fee per Certified Copy.

After Formation

Structure – The Limited Liability Company should make sure to have an Organzational Meeting where the Operation Agreement (solidifying aspects such as the rights and privileges of managers and/or members), should be held.

Additional Paperwork – You will need to obtain a Federal Entity Identification Number if you have not done so. You will also need to Register the Limited Liability Company with such entities as the Department of Finance. All Limited Liability entities will need to pay the appropiate taxes on June 1st of that year.

 

Contact

Division of Corporations
John G. Townsend Building
401 Federal Street
Suite 4
Dover, DE 19901
Phone Number: 302-739-3073 option 2
http://delaware.gov

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