By Jake Lawson | Last Updated: August 2025
After shepherding 600+ Delaware LLCs into existence, I can tell you this: Delaware’s reputation as the “corporate capital” isn’t just marketing hype—but it’s also not the magic bullet everyone thinks it is. Yes, their Division of Corporations runs like a Swiss watch. Yes, their business laws are bulletproof. But no, forming a Delaware LLC won’t automatically make you the next Bezos.
Today, I’m breaking down exactly how to file your Delaware Certificate of Formation—whether you’re going digital or old-school paper. And unlike those generic guides floating around, I’ll tell you what actually matters and what’s just bureaucratic theater.
Why Everyone’s Obsessed with Delaware (And Why You Might Not Need to Be)
Here’s the truth bomb most formation services won’t drop: Unless you’re raising venture capital or planning a complex corporate structure, your home state probably works just fine. I’ve watched too many solo consultants pay Delaware’s $300 annual franchise tax when their home state charges nothing.
But if you’re here, you’ve probably already decided on Delaware. Smart reasons include:
- You’re attracting serious investors (they love Delaware’s Court of Chancery)
- You need maximum privacy (Delaware doesn’t list members publicly)
- You’re building something with complex ownership structures
- You actually live in Delaware (shocking, I know)
Whatever brought you here, let’s get your LLC formed right.
The Real Cost of a Delaware LLC (Spoiler: It’s Not Just $110)
Everyone focuses on that $110 formation fee, but that’s just your entry ticket. Here’s the full financial picture nobody talks about:
Year One Costs:
- Certificate of Formation: $110
- Registered Agent: $50-300/year (mandatory, and you can’t use a PO Box)
- Franchise Tax: $300 (due June 1st every year)
- Business License: Varies by business type
That’s a minimum $460 in your first year, not counting any expedited processing. Still cheaper than California’s $800 minimum tax, but pricier than Wyoming’s total $102.
Payment methods accepted:
- Online: Credit card, debit card, or ACH transfer
- Mail: Check or money order to “Delaware Secretary of State”
Two Ways to File: Digital vs. Dinosaur
Option 1: Online Filing (What I Recommend)
Delaware’s eCorp system isn’t winning any design awards, but it works. You’ll upload a PDF of your signed Certificate, pay online, and skip the Cover Letter entirely. The system’s only available during business hours (seriously, it shuts down at night like it’s 1995), but it’s still faster than mail.
eCorp hours (Eastern Time):
- Monday-Thursday: 7:45 AM – 11:59 PM
- Friday: 7:45 AM – 10:30 PM
- Weekends: Closed (because apparently the internet needs weekends off)
Option 2: Mail Filing (For the Patient Souls)
If you’re mailing it in, you’ll need both the Certificate of Formation AND a Cover Letter. That’s two forms, not one. Miss the Cover Letter and your filing goes straight to the rejection pile.
Delaware’s Speed Tiers: Pick Your Poison
Delaware offers more processing speeds than a fancy coffee menu. Here’s what actually makes sense:
Priority 7 (Standard): $110 total
- Processing: 10 business days
- Reality check: Add 3-5 days for mail
- Best for: People who plan ahead
Priority 4: $160 total ($50 extra)
- Processing: 24 hours
- Reality check: 4-6 days including mail
- Best for: Most normal humans who forgot to file earlier
Priority 3: $210 total ($100 extra)
- Processing: Same day if received by 2 PM Eastern
- Reality check: Saves maybe one day over Priority 4
- Best for: People who like burning money
Priority 2: $610 total ($500 extra)
- Processing: 2 hours
- Reality check: Emailed/faxed same day
- Best for: “Oh crap, the investor meeting is tomorrow”
Priority 1: $1,110 total ($1,000 extra)
- Processing: 1 hour
- Reality check: Saves one hour over Priority 2
- Best for: People who measure time in thousands of dollars
My take? Unless you’re closing a deal tomorrow, stick with standard or Priority 4. I’ve seen people pay $1,000 for Priority 1 then wait three weeks to open their bank account anyway.
Filling Out the Certificate of Formation (Without Screwing It Up)
The Certificate of Formation is deceptively simple—just three sections. That’s also why people mess it up. Here’s how to nail it:
Section 1: Your LLC Name
This isn’t a creative writing class. Your name needs:
- To be unique in Delaware (check their database first)
- An acceptable suffix (LLC, L.L.C., Limited Liability Company)
- No implication you’re a bank, insurance company, or trust (unless you are)
Pro tip: Skip the comma debate. “Smith Ventures LLC” and “Smith Ventures, LLC” are both fine. Pick one and use it consistently everywhere—your bank will thank you.
Section 2: Registered Agent Address
This MUST be a Delaware street address. No PO Boxes, no “123 Main Street, California.” Your registered agent lives in Delaware or they’re not your registered agent.
Your options:
- Use a commercial service ($50-300/year)
- Use a Delaware friend’s address (risky—they need to be available during business hours)
- Rent a Delaware office (overkill unless you’re actually operating there)
I recommend commercial agents. They’re reliable, they handle service of process professionally, and they won’t ghost you when you get sued (yes, this happens with friends/family agents).
Section 3: Signature
The “Authorized Person” signs here. This can be:
- You (most common)
- Your attorney
- Your formation service
- Your cat (kidding—but seriously, anyone you authorize)
This person doesn’t become a member just by signing. Members are determined by your Operating Agreement, not this form.
The Cover Letter Chronicles (Mail Filing Only)
If you’re filing online, skip this section and thank your lucky stars. Mail filers, you need this Cover Letter or your filing gets rejected. Here’s what matters:
Priority Selection
Don’t just check a box—literally color it in completely. I’ve seen filings rejected because someone just put an X in the Priority box. Delaware wants that box shaded like a standardized test.
Submitter Information
This is YOU, not your LLC. The state needs to know who to contact if there’s an issue. Use an address you actually check—I’ve seen approval documents sit in virtual mailboxes for months.
Return Method
Unless you have a prepaid FedEx/UPS account, stick with regular mail. It’s free and reliable. Save the expedited shipping for actually urgent situations.
Online Filing: The Play-by-Play
Since I recommend online filing, here’s your roadmap:
- Prep your PDF: Sign your Certificate, scan it, save as PDF. Make sure it’s readable—blurry documents get rejected.
- Navigate to eCorp: Head to Delaware’s eCorp Business Services. Click “Document Upload.” Ignore the ancient interface.
- Choose your speed: Select your Priority level. Remember, faster isn’t always better.
- Fill submitter info: This is your contact info, not your LLC’s. Double-check that email—typos here mean lost documents.
- Upload and pay: Upload your PDF, enter payment info, submit. Screenshot your confirmation—their system doesn’t always email receipts.
- Wait: Your approval arrives based on the Priority you chose. Standard takes 10 business days plus mail time.
Mail Filing: The Old-School Method
Determined to use snail mail? Here’s your checklist:
Your envelope needs:
- Signed Certificate of Formation
- Completed Cover Letter (properly shaded Priority box)
- Check/money order for the correct amount
- The right address (below)
Mail everything to:
Delaware Division of Corporations
401 Federal Street, Suite 4
Dover, DE 19901
Use certified mail. The extra $7 beats explaining to investors why your LLC doesn’t exist because USPS lost your documents.
What You Actually Get Back
Delaware’s approval package is underwhelming. You receive:
- Your Certificate with a state stamp (not suitable for framing)
- A filing receipt (basically a receipt)
- That’s it
No gold seal. No fancy certificate. Just a stamped document that says your LLC exists. Welcome to the glamorous world of business formation.
Want something fancier? You can pay $50 for a “Certified Copy” (same document with an official seal) or $50-175 for a Certificate of Good Standing (proving you paid your taxes). Most people don’t need either.
Common Screw-Ups That’ll Get You Rejected
I’ve seen every possible way to botch this filing. Learn from others’ pain:
- Wrong fee amount: It’s $110 base, plus any expedited fees. Not $90, not $120.
- Missing signatures: The Certificate needs a signature. Period.
- PO Box as registered agent address: Never works. Stop trying.
- Forgotten Cover Letter (mail filing): No Cover Letter = automatic rejection.
- Unreadable scans (online): If you can’t read it, neither can Delaware.
- Wrong payment name: Checks to “State of Delaware” get rejected. It’s “Delaware Secretary of State.”
After Approval: Your Real Work Begins
Getting your Certificate approved is step one of about fifty. Here’s your immediate to-do list:
- Get your EIN: Free from the IRS, takes 10 minutes online
- Draft an Operating Agreement: Not filed with Delaware but legally critical
- Open a business bank account: Bring your stamped Certificate and EIN
- Register in your home state: If not Delaware-based, you need foreign qualification
- Remember that franchise tax: $300 due every June 1st (set a reminder now)
The Professional Route: When to Hire Help
Sometimes DIY isn’t worth it. Consider a formation service if:
- You value your time at more than $20/hour
- You need a registered agent anyway
- You want someone to blame if things go wrong
- You’re forming multiple entities
Northwest charges $39 plus state fees and includes a year of registered agent service. That’s $149 total versus $110 DIY plus $50-300 for a separate agent. The math often favors the service.
Delaware Division of Corporations: Your New Best Friend
When things go sideways (and they will), here’s who to call:
Phone: 302-739-3073
Hours: Monday-Friday, 8:00 AM – 4:30 PM Eastern
Website: corp.delaware.gov
Pro tips for calling:
- Tuesday mornings are least busy
- Have your entity name and filing date ready
- Be nice—these folks process thousands of filings
- Email doesn’t work—they prefer phone calls
The Strategic Delaware Decision
Before you pull the trigger, ask yourself:
Delaware makes sense if:
- You’re raising institutional capital
- You need Chancery Court expertise
- Privacy is paramount
- You’re building complex equity structures
- You’re actually in Delaware
Delaware doesn’t make sense if:
- You’re a local service business
- You’ll never have investors
- That $300 annual tax hurts
- You hate dealing with multiple state filings
- Wyoming or Nevada would work fine
Alternative Routes Worth Considering
Not sold in Delaware? Here are the runners-up:
Wyoming: $102 total cost, no state income tax, strong privacy
Nevada: No state income tax, decent privacy, but higher fees
Your home state: Simplest for single-state operations
I’ve formed LLCs in all 50 states. Delaware’s great, but it’s not mandatory for success. I’ve seen million-dollar businesses running from Montana LLCs and venture-backed startups in Minnesota. The state matters less than the execution.
Final Thoughts: Just Get It Done
Here’s what 15 years in this business taught me: The perfect LLC doesn’t exist. Whether you file in Delaware, Wyoming, or your garage’s zip code, what matters is that you file. Every day you operate without an LLC is another day your personal assets are exposed.
Delaware offers world-class corporate law and efficient processing. But it also charges $300 annually just for existing. Weigh the pros and cons, make a decision, and move forward. Your business success depends on what you do after formation, not which state stamp appears on your Certificate.
Stop researching. Start filing. Your future protected self will thank you.
Ready to Form Your Delaware LLC?
Done reading and ready to act? You have three solid options:
- DIY Online: Head to Delaware’s eCorp system with your $110 and knock it out yourself
- Professional Service: Let Northwest handle everything for $39 plus state fees
- Call me crazy: Mail it in and enjoy the suspense of 1990s-style processing
Whatever you choose, just choose. Analysis paralysis killed more businesses than bad formation choices ever did.
Jake Lawson has guided over 1,200 entrepreneurs through LLC formation across all 50 states, with 600+ in Delaware alone. He’s reviewed every major formation service and isn’t shy about calling out overpriced “add-ons” and unnecessary expedited processing. Get more straight-talk business formation advice at llciyo.com.