Delaware's LLC Annual Tax Increase Isn't an August 1 Deadline — It Took Effect January 1, 2026

Key takeaways

• The expensive part already happened, and it happened on January 1, 2026. Section 45 splits the act in two: Sections 9, 16, and 23 "take effect January 1, 2026," everything else on August 1. Those three sections are the annual tax — $300 → $400.
• The act was approved May 21, 2026. The tax increase carries an effective date that had already passed by nearly five months when it was signed. There was never a window to act in.
• August 1, 2026 was a real date — for the fee sections. Preclearance, the written report on a record search, the fee for accepting service of process, and the ceilings on expedited filing service. Those went up on schedule. These are deal-desk and litigation items: they exist for closings, hour-level turnarounds, and lawsuits, not for forming a company.
• You don't pay the higher number until June 1, 2027 — unless you cancel the LLC in 2026. § 18-1107(c) makes the annual tax "due and payable on the first day of June following the close of the calendar year," and it pulls the whole year's tax forward on cancellation.
• Delaware's own tax page now reads $400 — and that changed nothing about when you pay. The $300 figure that stood there in late July is gone. The same page still says the annual taxes are for the prior year, and that sentence is the one that puts your $400 on June 1, 2027.
• If you run registered series, do the multiplication. Each one goes from $75 to $100 — +$25 per series, on top of +$100 for the entity.
• The bill for all of this is mailed to your registered agent, not to you. § 18-1107(d) says so in those words.

The short answer: the Delaware LLC annual tax increase is already in force, and you pay it in 2027

If you own a Delaware LLC, the number went from $300 to $400 on January 1, 2026. Not on August 1. The August 1 date that led a lot of the coverage was real, but it governed a different set of sections — service and litigation fees at the Division of Corporations, priced for closings rather than for ordinary filings. That date has now passed, and nothing happened to your annual tax when it did.

And the practical part: unless you cancel the LLC this year, you will not write the bigger check until June 1, 2027, because Delaware bills the annual tax for a calendar year in the June after that year closes. If a summary told you to act before August 1 to get ahead of the tax, that was wrong when it was written and is moot now — the date passed without anyone's annual tax changing on it. There is something to budget for June 2027.

The reason this gets confusing is not that anyone is misinformed. It's that one act carries two effective dates, and a summary can attach your annual tax to either one. Whichever write-up you're reading, the thing to check is which of the two dates it put the tax under.

What changed: one act, two effective dates

The instrument is 85 Del. Laws ch. 273, which the enrolled text identifies as "formerly House Bill No. 400 as amended by House Amendment No. 2." It rewrites Secretary of State fees and taxes across several titles of the Delaware Code, and the enrolled act closes with the line that matters:

"Section 45. Sections 9, 16, and 23 of this Act take effect January 1, 2026. Sections 1 through 8, 10 through 15, 17 through 22, and 24 through 44 of this Act take effect on August 1, 2026."

Three sections on one date, forty-one on another. And the three that got the earlier date are precisely the ones with your money in them:

• Section 23 amends 6 Del. C. § 18-1107(b) — the LLC annual tax, $300 to $400, and the registered series tax, $75 to $100 per registered series.
• Section 16 does the same in § 17-1109(a) for limited partnerships and their registered series.
• Section 9 does the same in § 15-1208(a) for general partnerships.

Now put that against the approval line at the end of the same document: "Approved May 21, 2026." The increase took effect nearly five months before the pen touched the paper. Mechanically, that means it applies to the whole 2026 tax year — the year Delaware bills in June 2027.

And Delaware did not treat this as housekeeping. The bill's official synopsis records that the act "requires a greater than majority vote for passage," because Article VIII, § 10 of the state constitution provides that "the effective rate of any tax levied or license fee imposed by this State may not be increased except by an Act … adopted with the concurrence of three-fifths of all members of each House." A supermajority had to agree that the number on your LLC should go up. That is the weight class this sits in — and it's the part that disappears when the whole thing gets summarized as a fee-schedule update.

You can confirm this without taking our word for it, and it takes about ten seconds: pull up § 18-1107(b) in the Delaware Code today and the codified text already reads "in the amount of $400," with "$100 per registered series." That's not a pending amendment sitting in a queue. It's the current law of the state, and it has been since New Year's Day.

(Separately: Delaware also enacted a different set of 2026 entity-law amendments, from a different bill, that happen to take effect on the same August 1 date. Different act, different subject matter. Worth reading on its own; it isn't what this brief is about.)

Three dates — and only one of them asks you to do anything

The state's page now says $400 — and the sentence under it is the one that matters

When we first published this, Delaware's own LLC/LP/GP tax instructions still carried the $300 figure while newer write-ups said $400, and the useful move was to explain why both were right. That gap has since closed: as of August 3, 2026 the state's page says $400, and the $300 figure is gone from it.

What did not change is the sentence that tells you which year you are paying for. The page now opens with a banner — "they must pay the $400 yearly tax on or before June 1st" — and states in the body that Delaware LLCs, LPs and GPs "are required to pay an annual tax of $400.00." A few lines down, unchanged from the earlier version, sits the qualifier:

"The annual taxes for the prior year are due on or before June 1st."

Both sentences are accurate, and you need both. The banner says "$400" and "June 1st" — it does not say which June 1st. Read it in August 2026, remember that you sent Delaware $300 last June, and the tempting conclusion is that you underpaid. You didn't. Prior year is what puts the $400 where it actually lands.

The statute is what settles it. § 18-1107(c):

"The annual tax for a domestic limited liability company shall be due and payable on the first day of June following the close of the calendar year or upon the cancellation of a certificate of formation."

Read "following the close of the calendar year" slowly, because it does all the work:

• The payment made on June 1, 2026 was the tax for calendar year 2025 — a year governed by the old figure. $300 was correct.
• The tax for calendar year 2026 — the first year at the new figure — becomes due on June 1, 2027. $400 is correct.

So the $300 that stood on the state's page through late July was describing a payment that had already come due, and the $400 that replaced it describes one that hasn't. Neither figure was wrong about the payment it described — they answer different years, and the swap between them changed the label, not the calendar. If you're budgeting, the only thing left to resolve is which year you're paying for.

There's one exception worth knowing, and it's in the same subsection. If you cancel the certificate of formation during a year, "the full amount of the annual tax for the calendar year in which the certificate becomes effective is due and payable before the filing of the certificate." Wind down a Delaware LLC in 2026 and you settle the 2026 tax on the way out — at $400, in 2026, not in 2027. That's the one group with a real number to plan around before the year ends.

What actually went up on August 1 — and what didn't

Section 22 of the act is the LLC fee section, § 18-1105. It reaches a short, specific list: preclearance, the written report on a record search, the fee for accepting service of process, and the ceilings on expedited service. Here's the shape of it — and read the right-hand column, because it changes what these numbers mean.

One item from the act's list is missing from that table on purpose: the fee for accepting service of process, which went from $50 to $100. It's out of the table because § 18-105(b) puts the payment on the plaintiff — whoever is suing your LLC — when service goes through the Secretary of State instead of through your agent. The act moved the number as well as raising it: the old subsection named the $50 itself, and the new one sends you to § 18-1105(a)(13).

But finish the sentence, because the clause after the figure turns it around. In both versions, that sum "shall be taxed as part of the costs in the proceeding if the plaintiff shall prevail therein." So the party suing you fronts $100 instead of $50 — and if they win, it comes back at you in the cost award. Every other item on the August 1 list is something you'd have chosen to buy. This is the one you can end up paying without ever having bought it — which is also why it doesn't show up on lists of what a Delaware LLC costs.

That last column is not pedantry. "Up to" is a legal maximum, not a price. The statute raised the ceiling on what Delaware may charge for expedited service — it is not announcing that 24-hour service now costs $300. If you see a summary that turns these ceilings into flat prices, that summary added something the act doesn't say. Check what you're actually invoiced.

And what isn't on the list: the fee for filing a certificate of formation. Delaware publishes the post-amendment version of the fee section separately, headed "§ 18-1105. Fees [Effective Aug. 1, 2026]" — the text that governs from August 1 — and the formation-fee item appears there unchanged, carried forward rather than raised. Nothing in the LLC fee section touches it, and we found no formation-fee increase elsewhere in the act. So forming a Delaware LLC now is not a more expensive filing than forming one in July because of this act. (Costs can move for reasons outside any one act, so price your actual filing with the Division of Corporations rather than assuming either way.)

One trap if you go read the statute yourself. Delaware still publishes both versions of the fee section on the same page, and the superseded one comes first: you reach "§ 18-1105. Fees [Effective until Aug. 1, 2026]" — where preclearance reads $250 — before you get to "§ 18-1105. Fees [Effective Aug. 1, 2026]", where the same item reads $350. That was still the order when we re-checked on August 3, two days after the switch. The page isn't wrong; it carries its own history deliberately. But for the handful of items this act touched — preclearance, the record-search report, expedited service, service of process — the first figure you reach is the superseded one. Check the bracketed heading above any number before you quote it. (Items the act left alone, like the $70 certificate-of-formation fee, read the same in both.)

Who this actually lands on

Every Delaware LLC and LP — and every general partnership that has filed a statement of partnership existence. Two details in that sentence do real work. First, § 18-1107(b) reaches "every domestic limited liability company and every foreign limited liability company registered to do business in the State of Delaware" — so an LLC you formed in another state and foreign-qualified into Delaware is inside this, even though nobody would call it a "Delaware LLC" in conversation. Second, the partnership tax is narrower than the others: § 15-1208(a) charges "every partnership that has filed a statement of partnership existence," and a Delaware general partnership can exist without filing one.

What the increase isn't scoped by: size, revenue, activity, or where you live. A dormant holding LLC with no bank account pays the same $400 as an operating one. That flatness is the whole design of Delaware's LLC tax — it is a fixed amount, not a calculation on your numbers.

Anyone running registered series, most of all. This is where a $100 change stops being a rounding error. The entity pays $400, and then each registered series adds $100 where it used to add $75. Ten registered series is +$250 a year on top of the entity's +$100. Series structures are usually built by people optimizing for administrative cheapness, and this is a straight increase to the per-unit cost of that structure. Recount your series before you build the 2027 line.

Founders who formed in 2026 and are confused about June. If you formed a Delaware LLC in, say, February 2026, nothing was owed from you on June 1, 2026 — that date settled calendar 2025, a year in which your company didn't exist. Your first annual tax is due June 1, 2027, and it is the full $400. The Division of Corporations is blunt about this: "There is no proration on alternative entity taxes." The tax is "assessed if the entity is active in the records of the Division of Corporations anytime during January 1st through December 31st of the current tax year." Form on December 20, 2026 and you owe exactly what a company that existed all year owes.

Anyone winding down this year. See above: cancellation pulls the current year's tax forward, at the current figure.

People who bought "August 1" urgency. If you paid for expedited anything, restructured, or filed early to beat that date: the deadline you were sold was never attached to the thing you were worried about. There was no August 1 action for a normal LLC owner — and nothing lapsed for anyone who took none.

What to do — which is less than you were told

1. Change one number in your 2027 budget. $300 → $400 per entity, and $75 → $100 per registered series. That is the entire financial response for most readers.
2. Do not pay anything early to "lock in" the old rate. The rate changed on January 1. There is nothing to lock.
3. If you're dissolving in 2026, price the exit at the new figure and remember the tax is payable before the cancellation is filed.
4. If you run series, recount them. The per-unit increase compounds quietly.
5. Make sure the annual statement can reach you. This one has a deadline that is neither January nor August, and it's the next section.

Missing June 1 is not cheap. § 18-1107 puts interest on unpaid tax "at the rate of 1½% for each month or portion thereof until fully paid," and a company that fails to pay by June 1 "shall pay the sum of $200" — with "$50" for a registered series. On a $400 tax, the late charge is half the bill again before interest starts running.

The address angle: the notice for this goes to your registered agent, not to you

Here's the part that decides whether any of the above ever reaches you — and it's in the same section as the tax.

§ 18-1107(d):

"The Secretary of State shall, at least 60 days prior to June 1 of each year, cause to be mailed to each domestic limited liability company … in care of its registered agent in the State of Delaware an annual statement for the tax to be paid hereunder."

The state's obligation runs to your agent. By early April 2027 at the latest — the statute sets a floor, not a schedule — the annual statement carrying the first $400 goes into your registered agent's mailroom, and Delaware has done everything the statute asks of it at that moment.

What happens next isn't left to your service agreement — Delaware's LLC Act names this exact document. 6 Del. C. § 18-104(e)(1)d requires every registered agent to "forward to the limited liability companies … the statement for the annual tax … as described in § 18-1107 of this title." So the handoff is a statutory duty, not a courtesy.

What that subsection never says is where the agent must send it. Some states write the address into the statute — D.C. and Texas point the duty at the address the entity most recently supplied to the agent, a range we mapped in can I use my registered agent address as my business address. Delaware just says forward. Which means the address sitting in your agent's file is the entire mechanism.

Which produces the most ordinary failure in this whole brief: an agent complying perfectly, a statement forwarded to an address from signup, and a $200 charge plus 1½% a month waiting on the other side of June 1. Two things fix it, and both are boring:

1. Log in to your registered agent's portal and confirm the forwarding address on file is one you actually check. Do it now, not in April 2027.
2. Have a US mailing address you control, rather than treating the agent's mailroom as your mailbox. For the US side of that, our partner save office handles addresses and mail — Auteur doesn't operate the US service directly — and you can see how it works on our US virtual office page.

A tax you know about is a line in a budget. A tax you find out about from a late notice is a different number entirely.

FAQ

How much is the LLC tax in Delaware? For calendar year 2026 it is $400, plus $100 per registered series, under 6 Del. C. § 18-1107(b) — a flat annual tax, not a calculation on revenue or assets. It was $300 for calendar 2025, which is the amount that was payable on June 1, 2026. The 2026 tax is "due and payable on the first day of June following the close of the calendar year," so it is due June 1, 2027. Miss that date and the statute adds "the sum of $200" plus interest at "1½% for each month."

Is the Delaware LLC tax $300 or $400? Both, for different years — and only one of them is still ahead of you. The tax was $300 for calendar year 2025, which is the amount that came due on June 1, 2026. It is $400 for calendar year 2026, due June 1, 2027. Delaware's own tax instruction page carried the $300 figure into late July 2026 and now shows $400. If a page gives you one number without naming a year, the year is the part that's missing — not a contradiction between sources.

Is the Delaware LLC franchise tax the same thing as this annual tax? It's the same payment under a different name. "Franchise tax" is the label Delaware's own filing pages use for the LLC, LP, and GP payment, and it's what most people search — but the statute that charges it, § 18-1107, calls it an annual tax. Worth keeping straight, because corporations are taxed under a separate regime in Title 8 of the Delaware Code. If you hold both a Delaware corporation and a Delaware LLC, don't reconcile one against the other; they're different instruments.

I formed my Delaware LLC in 2026 — did I owe anything on June 1, 2026? No. That payment covered calendar year 2025, and your company didn't exist for it. Your first annual tax is for calendar 2026 and is due June 1, 2027 — at the full $400, no matter which month you formed in. The Division of Corporations states that "there is no proration on alternative entity taxes," and that the tax is assessed if the entity was active in its records "anytime during January 1st through December 31st of the current tax year."

August 1 has passed — did I miss a Delaware deadline? If you just own a Delaware LLC, no. Nothing was due from you on August 1 and nothing lapsed. The tax increase that affects you took effect on January 1, 2026 — there was no filing, election, or early payment that could change it, and nothing to "lock in." What August 1 raised was a fee list: preclearance, record-search reports, the fee for accepting service of process, and the ceilings on expedited filing service — none of which are required to own or maintain an LLC. The date to put in your calendar is June 1, 2027, when the calendar-2026 tax comes due at $400.

Does it cost more to form a Delaware LLC after August 1, 2026? Not because of this act. The section that amends LLC fees reaches a short list — preclearance, the written report on a record search, the fee for accepting service of process, and the ceilings on expedited service — and the certificate-of-formation fee is not among the items it changes. The post-amendment text Delaware publishes as "Fees [Effective Aug. 1, 2026]" carries the formation fee forward. What can make an August filing cost more is buying expedited service, where the statutory ceilings do rise — and those are ceilings, so check what you're actually charged.

Bottom line

One act, two effective dates — and what you owe, and when, depends on which of them a given summary attached your annual tax to.

The date that costs a Delaware LLC owner money is January 1, 2026 — applied to the tax year you're living in, signed nearly five months after it took effect. The date everyone wrote about, August 1, 2026, came and went; it raised fees for preclearance, record-search reports, service of process and expedited service, and in most of them it raised ceilings rather than prices. And the date you'll actually feel it is June 1, 2027, when the calendar-2026 tax comes due at $400 per entity and $100 per registered series.

The state's page has since caught up to the $400, which makes the remaining question narrower and sharper than it was: not what is the number, but which year is it for. Unless you're winding the company down in 2026 — the one case that pulls the $400 forward — this asks two things of you between now and spring 2027: move one number in the budget, and make sure that when Delaware mails the statement to your registered agent, somebody at the other end of that mailroom is you.

This is general information about Delaware entity fees and taxes, not legal or tax advice. Statutes are amended, published figures move, and your entity's facts matter. Confirm your own position with the Delaware Division of Corporations or a qualified professional.