On this page
At a glance
| Document | Certificate of Cancellation |
|---|---|
| State fee | $220 plus any unpaid annual taxes |
| Taxes / clearance | Annual taxes must be paid to cancel; failing to formally close leads to penalties and interest. |
| Where | Delaware Division of Corporations |
Step by step
- Approve the dissolution. Members vote as required by the operating agreement and record it in writing.
- Wind up and pay creditors. Collect what’s owed, pay debts, and distribute remaining assets to members.
- Clear Delaware filings and taxes. Annual taxes must be paid to cancel; failing to formally close leads to penalties and interest. Make sure the delaware llc annual tax is current.
- File the Certificate of Cancellation. File the Certificate of Cancellation with the Division of Corporations; all annual taxes must be paid to cancel. State fee: $220 plus any unpaid annual taxes.
- File final federal returns and close accounts. Mark the final federal return as final, close the bank account, cancel licenses and your registered agent.
All Delaware LLC fees in one place
Every state fee a Delaware LLC can run into, from formation to closing. The typical recurring state cost is $400 a year ($400 annual LLC tax).
| Filing or service | State fee | When |
|---|---|---|
| Certificate of Formation | $110 | Once, to form the LLC |
| Name reservation (optional) | $75 for 120 days | Before forming, if you want to hold a name |
| Delaware LLC annual tax | $400 | Every year |
| Registered agent | $0 if you qualify to serve yourself; $99–$199/yr for a service | Ongoing |
| Change of registered agent | $50 | When you switch agents |
| Certificate of Good Standing (Short Form Certificate of Status) | $50 short form · $175 long form | When a bank, lender or another state asks |
| Trade name | See Delaware One Stop | Only if you trade under another name |
| Certificate of Cancellation | $220 plus any unpaid annual taxes | Once, to close the LLC |
Frequently asked questions
How much does it cost to dissolve an LLC in Delaware?
The state fee for the Certificate of Cancellation is $220 plus any unpaid annual taxes. Budget for any final taxes, overdue reports and professional help for the final tax return.
What form dissolves an LLC in Delaware?
Certificate of Cancellation. File the Certificate of Cancellation with the Division of Corporations; all annual taxes must be paid to cancel.
Do I need tax clearance to dissolve a Delaware LLC?
Annual taxes must be paid to cancel; failing to formally close leads to penalties and interest.
What if I don’t formally dissolve my Delaware LLC?
Required filings keep coming due — Delaware LLC annual tax ($400) — and missing them leads to: A $200 penalty plus 1.5% interest per month on the tax and penalty. An LLC that doesn't pay loses its good standing.
Your LLC setup checklist
- Get a free EINFrom the IRS, in minutes online.
- Open a business bank accountKeep LLC money apart from yours to protect the liability shield.
- Sign an operating agreementSettle who owns and decides what before it matters.
- Get business insuranceCover what the LLC itself doesn’t protect.
- Plan your taxesKnow your tax status and federal due dates.
- Track state deadlinesFree reminders before each filing.
Everything in one list: printable LLC compliance checklist · live deadline calendar.