Help us have a productive first consultation by providing some additional information. We set startups up for fundrising success, and know how to work with the top VCs. Also at Kruze, another option is working with a PEO; that is how you “Incorporate in a state.” Hope that helps, thanks.

S Corporations and Large Corporate Filers

This emphasizes the importance of adhering to the given deadline to avoid accumulating penalties and additional financial burdens. In addition to corporations, Delaware limited relevant cost of labor liability companies (LLCs), general partnerships, limited partnerships (LPs) and limited liability partnerships (LLPs) must also pay franchise taxes. For corporations, there are two methods to calculate franchise tax – Authorized Shares method and Assumed Par Value Capital method.

What happens if I don’t pay?

This will allow for the lowest annual fees which is sometimes beneficial for bootstrapped start-up companies. But what if you plan to bring aboard investors in the future and the need for more authorized shares is required? If the need arises, a Stock Amendment can be filed with the state for approval to increase the number of authorized shares of the Corporation. Certain exempt domestic corporations like charities, civic organizations and religious organizations do not have to pay the franchise tax.

The Delaware Division of Corporations provides two methods to calculate Delaware franchise tax. The first method is based on the authorized share count, and VC-backed startups with option pools can quickly get to thousands of dollars in taxes due. The second method is the “assumed par value” method and is a more complicated formula based on shares issued and the company’s gross assets. This second method often results in lower tax bills for VC-backed startups.

Delaware Franchise Tax Calculator

Learn more about this deadline on Delaware’s website; this calculator may not be the best calculator for LLCs / non-C-corps. Most VC backed startups will have very low par value shares, meaning that you’ll end up using the assumed par value in the franchise tax calculation. So step 1 in the directions below is what you’ll multiply against your total number of shares, then you divide by 400/1,000,000 to get to what you owe. If you’ve authorized 5,001 to 10,000 shares, your franchise tax is $250. If your company has authorized 5,000 shares or fewer, your total Delaware franchise tax amount is $175.

1. The calculator below will help you estimate how much you’ll need to pay.
2. Don’t freak out; recalculate using the Assumed Par Value Capital Method.
3. As a last resort, the CEO can list their personal address, but this is not ideal for everyone.
4. Under this method, your franchise tax is based on how many shares your corporation has authorized.
5. The franchise tax in this method is based on a minimum of $400 and a maximum of $200,000.

How to Calculate DE Franchise Tax

To get the specific calculations for your business, visit the Division of Corporations website and follow the instructions provided. S Corporations, as well as large corporate filers, governed by the state of Delaware are subject to Franchise Tax, with different considerations for calculating the amount due. Filing the Annual Franchise Tax Report involves providing the going concern definition principle and red flags corporation’s file number and other relevant information to the Delaware Secretary of State. Franchise taxes contribute to Delaware’s state revenue and are essential for the maintenance of state services.

For instance, corporations can choose basic accounting terms you need to know between the Authorized Share Method and the Assumed Par Value Capital Method. Companies are also obligated to file an annual report, which goes hand-in-hand with the payment of franchise tax, to ensure the accuracy of the entity’s information on record. If DE sent your startup a huge tax bill for their annual franchise tax, don’t panic – you can likely reduce your Delaware Franchise Tax by using an alternative calculation method. We typically recommend calculating the franchise tax by using the assumed par value method, which our calculator above does, vs. the authorized share method. The authorized share method is generally Delaware’s tax team’s default method of calculating the franchise tax, and it can result in a much higher tax bill vs. the assumed par value method. Ask your accountant if you can use the assumed par value method to reduce your tax bill.

Most VC backed startups are Delaware C-Corps, which means that most VC-backed startups DO need to file. A corporation with 100,000 shares authorized pays $1,015.00($250.00 plus $765.00$85.00 x 9). A corporation with 10,005 shares authorized pays $335.00($250.00 plus $85.00).