Delaware compliance follow-up management

Primary Delaware filing deadlines and amounts - Corporations (Domestic): Annual Report and Franchise Tax are due on or before March 1 each year. Filing is required online through the Delaware Division of Corporations. Failure to file and pay results in a $200 penalty plus interest at 1.5% per month on tax and penalty. - LLCs / LPs / GPs (Domestic and Foreign registered in Delaware): No annual report required, but an annual flat tax of $300.00 is due on or before June 1 each year. Failure to pay the $300 results in a $200 penalty plus 1.5% monthly interest applied to tax and penalty. 2) Corporate franchise tax basics - Two calculation methods for corporations: Authorized Shares Method and Assumed Par Value Capital Method. Minimums: $175 (Authorized Shares) and $400 (Assumed Par Value). Maximum tax is $200,000 for typical filers; Large Corporate Filers have a higher cap ($250,000). Delaware provides an online tax calculator and requires electronic filing/payment for franchise taxes. Estimated tax payments required if taxpayer owes $5,000 or more, with quarterly payment schedule noted on state guidance. 3) Registered agent and good-standing consequences - Every Delaware-formed or registered entity must maintain a Delaware registered agent. Registered agents commonly provide compliance reminders and can file/pay on behalf of the entity. Consequences of missed filings/payments include loss of Good Standing, inability to obtain Certificates of Good Standing, administrative dissolution (for extended noncompliance), impact on banking and transactional activity. Delaware warns of deceptive solicitation scams; entities should rely only on official State or their registered agent communications. 4) Other Delaware-specific compliance matters to track - Foreign qualification: If you conduct business outside Delaware, determine foreign qualification requirements in those jurisdictions; Delaware formation does not remove multi-state filing obligations. - Business licenses and gross receipts tax: The Delaware Department of Revenue administers business license and gross receipts taxes (state-level obligations may apply depending on operations). - Series LLCs: Delaware permits Series LLCs; ensure you track series-level compliance and separate record-keeping as required by your governance documents and provider guidance. - BOI/Corporate Transparency Act: BOI reporting is federal; applicability depends on the Corporate Transparency Act/FinCEN rules (check current federal guidance for applicability to your entity). 5) Practical compliance follow-up management recommendations (actionable checklist) - Create an annual Delaware compliance calendar with state-specific deadlines (March 1 for corporations; June 1 for LLCs/LPs/GPs). - Record and maintain entity file number and Registered Agent contact (use Division of Corporations search portal). - Keep an up-to-date cap table, balance sheet (as of Dec 31) and ownership data to prepare the corporate annual report and tax calculations. - Use Delaware’s online filing portals for payments and filings; enable electronic payments/ACH where available. - Engage a Delaware registered agent and/or compliance service to receive official notices and to file/pay franchise taxes and annual reports. - Automate reminders 60/30/7 days before deadlines; document who is responsible internally and what approvals are required. - When overdue: act immediately to file/pay both tax and report; pay penalty + accrued interest to restore good standing; request Certificate of Good Standing only after payment is accepted. - Watch for and ignore unsolicited third-party solicitations; verify with the Division of Corporations or your registered agent before paying anything from unknown mailings. 6) Filing and payment resources - Delaware Division of Corporations — Corporate Annual Report & Franchise Tax portal: https://corp.delaware.gov/paytaxes/ - Delaware Division of Corporations — LLC/LP/GP franchise tax instructions and payment: https://corp.delaware.gov/alt-entitytaxinstructions/ - Delaware Department of Revenue — Franchise Taxes guidance: https://revenue.delaware.gov/business-tax-forms/franchise-taxes/ - Division of Corporations general contact: (302) 739-3073

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