# Delaware Franchise Tax Calculator (2026 Tax Year)

Delaware franchise tax for the 2026 tax year is due March 1, 2027, with the $50 annual report. Every Delaware corporation can work it out two ways and pays the lower one; most startups owe the $400 minimum once they report their issued shares and gross assets. The calculator at https://www.finta.com/tools/delaware-franchise-tax-calculator does both methods for any number of share classes.

Inputs it needs, all from documents a founder already has:

- Authorized shares and par value for each class of stock (certificate of incorporation; 0 for no-par stock)
- Issued shares on December 31, 2026, all classes (cap table; unexercised options and unconverted SAFEs don't count)
- Total gross assets on December 31, 2026 (Form 1120 Schedule L or the year-end balance sheet; before liabilities)

## How Delaware franchise tax is calculated

Source: Delaware Code, Title 8, § 503 (https://delcode.delaware.gov/title8/c005/index.html) and the Division of Corporations (https://corp.delaware.gov/frtaxcalc/).

Delaware's notice uses the Authorized Shares method because it doesn't know your issued shares or assets until you file. For 10,000,000 authorized shares that is $85,165. Entering issued shares and gross assets on the annual report and clicking Recalculate Tax usually brings it down to the $400 minimum.

### 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 examples: 10,005 authorized shares pay $335; 100,000 pay $1,015.

### Assumed Par Value Capital method

1. Assumed par = total gross assets ÷ total issued shares, to 6 decimal places.
2. Value each class: authorized shares × the higher of assumed par and the class's own par value. No-par stock is valued at $100 a share and taxed on its own scale ($175 up to $500,000, $250 up to $1,000,000, then $85 per further $1,000,000).
3. Add the classes up: that is the assumed par value capital.
4. Tax = $400 for each $1,000,000 or part of $1,000,000; below $1,000,000 a proportional share of $400. Minimum $400, maximum $200,000.

Delaware's worked example: 1,000,000 shares at $1.00 par and 250,000 at $5.00 par, 485,000 issued, $1,000,000 gross assets. Assumed par $2.061856; capital $2,061,856 + $1,250,000 = $3,311,856, rounded up to 4 × $400 = $1,600. The Authorized Shares method would give $10,790, so it pays $1,600.

A typical seed-stage company: 10,000,000 authorized at $0.00001 par, 8,000,000 issued, $500,000 gross assets. Assumed par $0.0625, capital $625,000, so the tax is the $400 minimum; $450 with the annual report fee.

### Deadlines and penalties

- Due March 1, 2027, filed together with the annual report ($50).
- Late filing: $200 penalty plus 1.5% interest a month on the tax and penalty.
- Owing $5,000 or more: estimated payments of 40% by June 1, 20% by September 1, 20% by December 1 and the rest by March 1.

## 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.

## File it with Finta

Delaware franchise tax is included with every Finta tax filing. Get started: https://app.finta.com/signup?plan=taxes. Pricing: https://www.finta.com/pricing.md

Updated November 2026 for the 2026 tax year.