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How To Fill Out The Delaware LLC Certificate of Formation

How To Fill Out The Delaware LLC Certificate of Formation

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How To Fill Out The Delaware LLC Certificate of Formation

Starting a business in Delaware requires completing several steps to ensure the company is legal and legitimate and if you are forming a Limited Liability Company, filing the Delaware LLC Certificate of Formation is one necessary step.

The Delaware Certificate of Formation, also known in other states as the Articles of Organization, is the document that officially forms your LLC in the state of Delaware. This document must be filed with the Delaware Division of Corporations in order to legally establish the entity.

The Delaware Certificate of Formation is only available by downloading the form from the Delaware Department of State’s website. Let’s go over the three steps of the Delaware LLC formation process to start your LLC.

Related: Guide to starting a business in Delaware
 

Anyone can learn how to form their own LLC, but using an entity formation service like Zenbusiness, Northwest, and Bizee guide you through the LLC formation process, so you will save time and know everything was done right.

Zenbusiness and IncFile are running a special where you only pay state fees for your LLC formation!

Steps To Fill Out The Delaware LLC Certificate of Formation

Step 1: Pick a Name for the LLC

Step 1 Delaware LLC Name

When filling out this information, be sure to include the entity designator at the end of the business name. The allowed designator can be:
– Limited Liability Company
– L.L.C.
– LLC.

If you haven’t verified the name yet, be sure to do a Delaware LLC name search with the Delaware Department of State to be sure the business name is available.

Step 2: Appoint a Delaware Registered Agent

Step 2 Delaware LLC Registered Agent

LLCs are required to appoint a Delaware registered agent. The registered agent is a party that is physically located in the state of Delaware who will receive and accept service of process on behalf of the LLC.

Provided the LLC member lives in Delaware, they may be the registered agent, or the agent can be an adult resident of the state or registered agent service. As an alternative, a commercial registered agent service can be used, so your name and home address aren’t publically listed as the registered agent.

Enter the address of the Registered Office, which is the street address of the Registered Agent. A physical address must be used, as P.O. Boxes are not acceptable.

Step 3: Sign and Date the Certificate of Formation

Step 3 Delaware Sign Certificate of Formation

Have an authorized person (LLC Member, entity formation service, or initial organizer) sign and date the form and send it to the Department of State along with the filing fee.

The form can be mailed to:
Delaware Division of Corporations
401 Federal Street – Suite 4
Dover, DE 19901

or uploaded to the Delaware Division of Corporation’s website

That’s it! While Delaware doesn’t have an online form to fill out, there isn’t a lot of information required to start your Delaware LLC.

Delaware LLC FAQs

How much does a Delaware Limited Liability Company cost?

The state filing fee to form an LLC in Delaware is $90.

How long does it take to form a Delaware LLC?

It usually takes the state 2-3 weeks to process the Certificate of Formation, though expedited processing is available for an additional fee.

Do Delaware LLCs have ongoing costs?

LLCs are required to file a Delaware LLC annual report and pay the $300 state filing fee with the Delaware Division of Corporations. 

Who signs the Delaware LLC Certificate of Formation?

The Certificate of Formation must be signed by an authorized person of the LLC. This can be anyone that a founding member authorizes but is typically a member, accountant, or attorney.

What business licenses are needed in Delaware?

The requirements for business licenses and registrations in Delaware vary depending on what the business does and where it’s located.

Here is more information about Delaware business licenses

Does Delaware require an LLC to have an operating agreement?

Delaware Statute § 18-101(9) states that multi-member LLCs in Delaware must have an operating agreement. Despite it not being required for single-member LLCs, it is recommended to better protect the LLC’s legal status.

Related: How to create a Delaware LLC operating agreement

Do Delaware LLCs need an EIN?

Only Delaware LLCs that either have more than one member, will hire employees, or elect to be taxed as a partnership or corporation are required to get an Employer Identification Number (EIN).

The EIN or Employer Identification Number (also called a Federal Employer Identification Number or FEIN) is a unique 9-digit tax identification number that is assigned by the Internal Revenue Service (IRS).

If the LLC isn’t required to get an EIN (though you can still get one), the LLC will use the social security number of the owner.

Related: How to apply for an EIN

What is a Delaware Series LLC?

A Delaware Series LLC is a unique type of LLC (Limited Liability Company) that allows a single LLC to divide its assets and interests into separate series or units. Each series can have its own members, managers, assets, and liabilities. This structure is similar to having multiple mini-LLCs under one main LLC umbrella.

Here’s how it works: Imagine you own a company that manages different projects or properties. Instead of creating a separate LLC for each project, you can form a Series LLC. This way, each project or property can be a separate series within the same LLC. If one project faces financial trouble or legal issues, the other projects are protected because they are in separate series.

Author

  • Greg Bouhl

    With over two decades as an entrepreneur, educator, and business advisor, Greg Bouhl has worked with over 2,000 entrepreneurs to help them start and grow their businesses. Fed up with clients finding and acting on inaccurate and outdated information online, Greg launched StartUp101.com to be a trusted resource for people starting a business.

How To Fill Out The Delaware LLC Certificate of Formation

How To Fill Out The Delaware LLC Certificate of Formation

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