🇺🇸 United States, DelawareCompany Establishment/Offshore Registration Highlights
Delaware is known for its mature corporate laws and specialized Court of Chancery, making it a common location for startups and publicly listed companies in the U.S., with common structures being LLCs and C-Corporations. Venture capitalists and those planning to raise funds in the U.S. often prefer Delaware C-corp. The following is a neutral compilation of publicly available information; tax systems and fees frequently change, so please refer to the latest official regulations.
| Common Company Types | LLC, C-Corporation |
|---|---|
| Corporate income tax | Federal corporate tax is 21%; out-of-state operators may be exempt from state income tax, but are subject to an annual franchise tax. |
| Estimated establishment costs | Approximately several hundred USD (state fees + registered agent) |
| Annual maintenance | Annual franchise tax + registered agent annual fee |
| Substance/Reporting Requirements | A registered agent must be maintained; C-corporations report federal taxes, while LLCs are subject to tax elections. |
| Who is it suitable for? | For those planning to raise funds/list in the U.S. and require a mature corporate legal environment. |
Key considerations
- Delaware C-corp is a familiar structure for venture capital, but it is subject to U.S. federal taxes and reporting obligations.
- LLCs may opt for pass-through taxation; the U.S. tax treatment for foreign shareholders is more complex, and professional advice is recommended.
- The calculation of annual franchise tax varies based on the number of shares/assets; C-corp may be higher than expected.
General Process
- Choose the type (LLC or C-Corp) and name.
- Appoint a registered agent and submit incorporation documents.
- Obtain EIN (Federal Tax ID) and open a bank account as needed.
- Pay annual license tax and file tax returns as required.
Frequently Asked Questions
Can foreigners establish a Delaware company?
Yes, Delaware does not require shareholders or directors to be U.S. citizens or residents. However, a registered agent must be maintained, and the U.S. tax and reporting obligations for foreign shareholders can be more complex; it is advisable to consult a tax professional.
Official sources：Delaware Division of Corporations · Data date：2026-06。This page serves as a neutral compilation of publicly available information for reference only, notTax / LegalRecommendations are based on the latest official announcements.