How to file your Delaware franchise tax in 10 mins for free (and avoid making the $10,000+ mistake)

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Last edited: Feb 26, 2025

TLDR;

Delaware C-corps must file an annual franchise tax by March 1 or face penalties. The default calculation method shows a scary $10,000+ bill for typical startups with 10M authorized shares. The key trick is using the "Assumed Par Value" method instead, which typically reduces the tax to just $450 ($400 + $50 filing fee).

What is the Delaware franchise tax?

It’s a tax that every Delaware C-corp has to pay annually. Even if you made $0 in revenue. LLCs don’t have to pay this – there’s $300 annual tax due June 1st (different process)

When is the deadline? Do I need to pay it?

Incorporated in 2024 or earlier? Yes, you must file by March 1, 2025
Miss the deadline? $200 penalty + 1.5% monthly interest
Worse: You could lose your "certificate of good standing" (kills fundraising etc.)

What’s the mistake? How do I avoid it?

They forget to file (don't be that person) or they see the massive bill and just pay it 🤦‍♂️

Here's what happens: Delaware shows you a tax based on your "authorized shares." With 10M shares (standard for startups), this looks terrifying—usually $10,000+.

The secret? Use "Assumed Par Value" instead

Most early-stage startups will pay just $450 ($400 tax + $50 filing fee)
Could be slightly higher based on assets, but nowhere near $10,000

How do I file it? Here’s 8 easy steps:

Get your Delaware file number
- Search your company here
- Enter legal company name under Entity Name, click “Search”
- Copy your FILE NUMBER
Access tax portal (ignore large scary tax!)
- Go here
- Paste FILE NUMBER, skip session ID, solve CAPTCHA, click “Continue”
- Click File Annual Report for 2024
Enter Federal Employer Id
- Find it on your IRS CP-575 or Letter 147-C
- You got this during incorporation
Enter company details and recalculate the tax
- Enter Issued Shares (as of Dec 31, 2024)
  - Only count shares actually given out
  - Check your cap table (Carta/Pulley/Clerky)
- Enter your Gross Assets (as of Dec 31, 2024)
  - Get from bookkeeper/accounting software. Don’t have it? Set it up!
  - Simplest case: Bank balance + assets - debts (not tax advice)
- Set Asset Date to Dec 31, 2024
- Set End Date of Fiscal Year to Dec 31, 2024 (most likely)
- If applicable, add Dates of inactivity , otherwise skip
- Click Recalculate Tax and watch the bill drop!
Enter Principal Place of Business
- Use HQ/office (not Delaware agent address)
- Home address is fine
Enter board of directors info
- Enter Total Number of Directors
- Click Enter Director’s Info and add every director’s information
- Check cap table/incorporation docs for this info
Add signing authority
- Check the Terms and Conditions box
- Add Signing authority info (usually CEO)
Click Continue Filing and pay!
- Save payment confirmation
- Double check status on Delaware portal
- Note: We take no responsibility if you mess shit up :)