How to start a business in Delaware in 2025
Starting a business in Delaware has a number of advantages, including a simple and inexpensive company registration procedure, no requirement to file audited financial statements, and extensive investor protection case law. This attracts our clients, and Icon.Partners assists in opening a business in Delaware. In the following, we will take a closer look at all the features and nuances.
12
years’ experience
1000+
companies registered
Why Choose Delaware to Start a Company
Delaware’s Business-Friendly Legal System
Delaware is a top choice for company registration, especially for big businesses, thanks to its corporate-friendly laws and streamlined setup. The Court of Chancery handles business disputes without juries, offering predictable rulings. The state also allows flexible structures, easy mergers, and remote meetings.
So, open a company in Delaware and enjoy all the benefits.
No Sales Tax and Strong Privacy Protection
A significant advantage of setting up a business in Delaware is that there is no sales tax, so the company does not have to charge additional percentages on the value of goods within the state. This feature greatly simplifies accounting and reduces the burden on IT and service companies.
Delaware keeps your personal and company details private by not requiring public disclosure of owners or directors. A registered agent handles official mail instead. This feature is highly appreciated by Icon.Partners clients.
Popularity Among Startups and Corporations
Delaware is a popular choice for startups and growing companies because of its flexible legal structure and investor-friendly rules. C-corporations formed there make it easier to issue different types of shares, define voting rights, and set clear terms for funding and exits. The law also limits personal liability for directors and is widely trusted by banks and global partners, making deals faster and smoother.
So, if you ask “can I register my company in Delaware?” the answer from Icon.Partners is - definitely yes!
Choosing the Right Business Structure
LLC vs Corporation in Delaware
In order to answer the question “how to start a business in Delaware?”, we will first determine which of the possible options to choose: a Limited Liability Company (LLC) or a Corporation.
LLCs are a common option for freelancers, startups, and growing businesses because they’re easy to form, don’t involve much paperwork, offer flexible management, and keep member names confidential.
Therefore, an LLC can be partially considered as an offshore company formation in Delaware.
Starting a Delaware Corporation is suitable for start-ups planning to attract venture capital investments or to go public. You can create different share classes, with a clear structure of directors and shareholders.
Therefore, corporations are best suited for scaling up and attracting investors. Keep this in mind when considering how to incorporate a company in Delaware.
What is a Delaware Single-Member LLC?
A Delaware Single-Member LLC is a straightforward option for solo entrepreneurs. It offers limited liability with minimal formalities and is taxed as part of the owner’s personal income.
So, if you are wondering “how to start a small business in Delaware?” - this structure is for you.
Step-by-Step Guide to Company Formation in Delaware
Naming Your Business and Registering a DBA
The answer to the question “how to register a business in Delaware?” should start with the company name. Your company name needs to be unique and different from any already registered in the state. It also has to include the legal structure, like LLC or Inc. If you want to operate under a different name, you can register a “Doing Business As” (DBA), also known as a trade name. This is done through the Prothonotary’s Office in the relevant Delaware county.
Filing the Formation Documents and Appointing a Registered Agent in Delaware
To register a business in Delaware, you need to file the formation documents with the Delaware Division of Corporations, including basic details about the founders and directors. You’ll also need to appoint a registered agent – a person or company with a Delaware address who can receive official mail for your business. The company can’t be formed without one.
This is the answer to the question “how to set up a business in Delaware?”.
Drafting Internal Company Documents
After opening a business in Delaware and incorporating, it is important to prepare internal company documents that will govern its operations. These documents may include a charter, certificate of incorporation, shareholder register, and other documents confirming the legal status of the company. Having legally accurate internal company documents increases the legitimacy of the business and will help when opening a bank account, attracting investors, or resolving disputes.
Company cost in Delaware
Name of the service
Start
Basic
Business🔥
Pro
Company registration, including state duty
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Articles of Incorporation
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Share certificate
✅
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Minutes of the meeting of the company`s directors
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✅
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The corporation`s record book
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✅
✅
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Assigning an EIN from the US Internal Revenue Service (IRS)
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Opening a corporate account in Delaware
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✅
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Agreement with investor and shareholders agreement
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Support for attracting Investments
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Total cost
350 USD
250 USD
1343 USD
890 USD
2131 USD
1365 USD
5438 USD
3625 USD
Annual renewal
577 USD
577 USD
577 USD
577 USD
from 650 USD
from 650 USD
from 650 USD
from 650 USD
Annual submission of accounting statements
*The offer is valid until 08/31/2025
Business Licensing and Compliance
Delaware Business License Requirements
If you're doing business in Delaware, you'll need a business license — a permit that allows you to legally operate. It’s usually issued by a state or local agency, and you can apply online or by mail. Fees start at $75 per year, depending on your business type.
Local and Professional Licensing
If you’re in a regulated industry like food, construction, healthcare, or gambling, check if you need extra licences from state or local agencies. In Delaware, you might need both a state and a local business licence—like a New Castle City licence if you're operating within city limits. The licence fee typically depends on the number of employees, including yourself. It is important to know these nuances when asking the question “how to open a company in Delaware?”.
Opening a Business Bank Account and Managing Finances
What Documents Are Needed
To open a bank account in Delaware, you usually need an EIN, company documents, ID, and sometimes a resolution if you're not the sole owner. C-Corp accounts often require an in-person visit, but online options are also available.
Setting Up Payroll and Understanding EIN
To run your Delaware business — open a bank account, pay taxes, or hire employees — you’ll need an EIN, a tax ID from the IRS. It identifies your company and lets you handle payroll, file reports, and meet legal requirements. Services like Gusto or ADP can make it easier.
Accepting Payments and Payment Processing
To accept payments in Delaware, you'll need a processor like Stripe, Payoneer, or Wise. They usually require your EIN, company registration, owner details, and a website or product description. At Icon.Partners, we have extensive experience in helping clients connect the relevant services.
Understanding Delaware Business Taxes
Federal and State Tax Overview
Delaware has a 21% federal corporate income tax, just like all other states. The state-level income tax is 8.7%, but there’s an important exception: if a corporation is registered in Delaware but doesn’t actually do business there, it doesn’t pay this tax – the rate is 0%. As for the annual franchise tax, the amount depends on how many shares are authorized in the C-Corp’s charter. If there are 5,000 shares or fewer, the tax is $175; from 5,001 to 10,000 shares, it’s $250; and $85 is added for every additional 10,000 shares. The payment is due by March 1.
S-Corp and C-Corp Tax Status Options
By default, corporations in Delaware are treated as C-Corps. If you qualify under IRS rules, you can apply to be taxed as an S-Corp. This changes only how the company is taxed — not its structure.
C-Corps pay corporate income tax (21%) and shareholders pay tax again on dividends — that’s double taxation. S-Corps pass profits and losses directly to shareholders, who report them on their personal tax returns, avoiding double taxation.
However, S-Corp status is only available to companies with up to 100 shareholders, all of whom must be U.S. citizens or residents, and only one class of stock is allowed.
So, when asking yourself the question “how to open a company in Delaware?”, do not forget about these features.
Building an Online Presence
Registering a Domain and Setting Up a Website
To establish your company’s online presence in Delaware, start by registering a domain name and setting up a website. This could be anything from a basic landing page to a full online store, depending on your goals. Make sure to include legal details and required policies.
Note: Only corporations with up to 100 U.S. citizen or resident shareholders and a single class of stock can qualify for S-Corp status.
The documents on the website will protect your Delaware business, so trust legal professionals to handle it.
Business Email, SSL, and Branding Basics
Branding is how your business shows up to customers, so it’s worth doing right. A simple logo, consistent colors, and a clean website help build recognition and trust. Set up business email through a reliable partner, and don’t forget an SSL certificate — it keeps data secure, especially if you handle payments or personal info.
When and How to Register a Trademark
When you start a business in Delaware, remember that registering a trademark will be a serious and legally sound step that protects you from competitors and adds value to the market. A trademark can be a word, phrase, design or a combination of these elements that identify your products or services, and it helps customers recognise you in the market.
TM registration is carried out at the USTPO in stages: preliminary verification of your TM for uniqueness, filing an application online or in paper form, review of such an application by experts, obtaining approval and registration of the TM and further support of registration. A trademark is registered for a period of 10 years, which can be extended by paying a fee. The registration procedure takes 12 to 18 months.
Having a registered trademark will increase the company's image and value for investors, help protect IP rights, and with Icon.Partners, the procedure will be easy and efficient.
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"Their adept use of technology for communication and project management streamlined the entire process."
Thanks to Icon.Partners' efforts, the client was able to integrate with major platforms, such as Google, Facebook, and Stripe, and optimize their platform. The team was highly supportive and responsive from a workflow standpoint, and internal stakeholders were particularly impressed with the service provider's flexibility, professionalism, and technical prowess.
Oleksandr Platonov
CEO, VorfahrQR UG
Germany📍
Apr 10, 2024
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