Delaware franchise tax calculator
You owe Delaware
–
Fill in steps 1 to 3 to see what you owe.
Both methods:
How Delaware franchise tax is calculated
Delaware gives every corporation two ways to work out its franchise tax, and you pay whichever is lower (Delaware Code, Title 8, § 503). The Authorized Shares method only needs the number of shares your charter allows. The Assumed Par Value Capital method also uses your issued shares and total gross assets.
Delaware doesn't know your issued shares or assets until you file, so the notice it sends uses the Authorized Shares method. For a startup with 10,000,000 authorized shares that comes to $85,165. Enter your issued shares and gross assets on the annual report and the tax is usually the $400 minimum. Finta's Delaware franchise tax guide walks through the filing.
Authorized Shares method
| Authorized shares | Tax |
|---|---|
| 5,000 or fewer | $175 |
| 5,001 to 10,000 | $250 |
| Each further 10,000 shares or part of 10,000 | +$85 |
| Maximum | $200,000 |
Delaware's own examples: 10,005 authorized shares pay $335 ($250 plus $85), and 100,000 pay $1,015 ($250 plus 9 × $85).
Assumed Par Value Capital method
- Find your assumed par. Divide total gross assets by total issued shares, to 6 decimal places.
- Value each class of stock. Multiply authorized shares by the assumed par, or by the class's own par value if that's higher.
- Add the classes up. That total is your assumed par value capital.
- Work out the tax. $400 for each $1,000,000 or part of $1,000,000. Below $1,000,000 it's a proportional share of $400, and the minimum is $400 anyway.
Delaware's own worked example: a company with 1,000,000 shares at $1.00 par and 250,000 shares at $5.00 par, 485,000 issued shares and $1,000,000 in gross assets.
| Step | Value |
|---|---|
| Assumed par: $1,000,000 ÷ 485,000 | $2.061856 |
| 1,000,000 shares × $2.061856 (assumed par is higher than $1.00) | $2,061,856 |
| 250,000 shares × $5.00 (par is higher than assumed par) | $1,250,000 |
| Assumed par value capital | $3,311,856 |
| Rounded up to $4,000,000: 4 × $400 | $1,600 |
Under the Authorized Shares method the same company would owe $10,790, so it pays $1,600.
A typical seed-stage company
10,000,000 authorized shares at $0.00001 par, 8,000,000 issued, and $500,000 in gross assets. The notice says $85,165. The assumed par is $0.0625, so the assumed par value capital is $625,000. That's under $1,000,000, so the tax is the $400 minimum. Add the $50 annual report fee and the company pays $450.
What founders get wrong
- Paying the number on the notice. It's the Authorized Shares figure. Recalculate on the annual report before you pay.
- Leaving issued shares or gross assets blank. Without both, Delaware can only use the Authorized Shares method.
- Using equity or cash instead of total assets. Gross assets are everything on the balance sheet before liabilities, as reported on Form 1120 Schedule L.
- Forgetting the annual report. The tax and the $50 annual report are filed together by March 1. Missing it costs $200 plus 1.5% interest a month.
- Paying a look-alike letter. Companies that aren't Delaware send official-looking bills. Only pay through Delaware's own filing page.
Updated November 2026 for the 2026 tax year.
Delaware franchise tax FAQ
Do I have to pay Delaware franchise tax?
Yes, if your company is a Delaware corporation. Every Delaware corporation files an annual report and pays the franchise tax each year, even with no revenue and no business in Delaware, until it formally dissolves. Only exempt corporations, such as most nonprofits, file the report without paying the tax.
How is Delaware franchise tax calculated?
Delaware works it out two ways and you pay the lower one. The Authorized Shares method charges by the number of shares your charter allows. The Assumed Par Value Capital method uses your gross assets and issued shares, which almost always gives a startup a smaller bill.
What is the minimum Delaware franchise tax?
$175 under the Authorized Shares method and $400 under the Assumed Par Value Capital method. The maximum is $200,000, or $250,000 for listed companies Delaware names as Large Corporate Filers. The $50 annual report fee is on top.
When is the 2026 Delaware franchise tax due?
March 1, 2027, together with the annual report. Filing late adds a $200 penalty plus 1.5% interest a month on the tax and penalty. If you owe $5,000 or more, Delaware also expects estimated payments during the year: 40% by June 1, 20% by September 1, 20% by December 1 and the rest by March 1.
Why does my Delaware notice say I owe $85,165?
That's the Authorized Shares method for 10,000,000 authorized shares, a common startup setup. Delaware uses it until you report your issued shares and gross assets. Enter both on the annual report, click Recalculate Tax, and most early-stage companies owe the $400 minimum.
What counts as gross assets?
Total assets as reported on Form 1120 Schedule L for the fiscal year ending in 2026: everything the company owns, before subtracting liabilities. For most startups that's mainly cash in the bank. Using equity or a net figure instead is a common mistake.
Do stock options and SAFEs count as issued shares?
No. Issued shares are shares actually issued to stockholders, including treasury shares. Unexercised options and SAFEs that haven't converted into stock aren't issued shares yet.
I incorporated in 2026. Do I owe tax for 2026?
Yes, for the part of the year the company existed. Delaware prorates the tax by the days it was incorporated, and the first annual report is due March 1, 2027. This calculator shows the full-year figure.
Does this calculator work for a Delaware LLC?
No, and an LLC doesn't need one. Delaware LLCs pay a flat annual tax instead: $400 for 2026, due June 1, 2027, after House Bill 400 raised it from $300.
Set up in 10 mins.
Back to building by .
Set up in 10 mins.
Back to building by .
Delaware franchise tax is included with every Finta tax filing.
Get started