Starting a business in Delaware requires completing several steps to ensure the company is legal and legitimate. 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 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.
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Steps To Fill Out The Delaware LLC Certificate of Formation
Step 1: Pick a Name for the LLC
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
LLCs are required to appoint a Delaware registered agent. The registered agent is a party that is physically located in the state of Delaware and 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
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.
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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?
An authorized person of the LLC must sign the Certificate of Formation. This can be anyone that a founding member authorizes but is typically a member, accountant, or attorney.
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.
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.