Delaware vs Texas LLC: fees, taxes, and which to pick
Data last updated: Apr 21, 2026Delaware charges $110 to form an LLC; Texas charges $300. Day-one sticker price is only part of the story, since most of the real cost comes from the annual obligations that stack up each year you keep the LLC open.
Over a rolling three-year window, Texas runs about $710 less in total state fees than Delaware. Whether that gap matters depends on whether you actually operate in one of these states or are weighing a non-resident filing.
Delaware imposes an entity-level annual tax on every LLC ($300 minimum). Texas does not. For pass-through LLCs that would otherwise owe nothing at the state level, that minimum is the deciding line.
On speed, Delaware typically clears standard online filings faster than Texas. Both states offer expedited tiers at an additional cost for filers on tight timelines.
For most small operators the choice is not really between these two states at all. It is between forming where the business actually operates and trying to route through a non-resident filing. The data below shows what each option actually costs.
Key differences at a glance
- Delaware costs $190 less to form ($110 vs $300).
- Texas is $300 per year cheaper to maintain ($100 vs $400).
- Texas has no state individual income tax; pass-through LLC income flows to members without a state layer. The other state does tax at the member level.
- Delaware has no annual report filing at all. Texas requires an annual (or biennial) report every reporting period.
Where each state fits
For most filers, forming in the state you actually operate from is the right call. The side-by-side below shows where the two states meaningfully diverge.
What each state offers that the other does not
Only Delaware
- No state sales tax
- No annual report
Only Texas
- No state income tax
Both states
- Online filing
- Paid expedited tier
- No publication requirement
- Operating agreement not statutorily required
Three-year cost, side by side
Rough estimate of the state-facing cost to form and keep an LLC through three years. Both totals include a $100 per year registered-agent estimate.
Running total includes the one-time filing fee and annual ongoing costs (report fee or franchise tax plus a $100/year registered agent estimate).
What it costs under your specific situation
The table below runs the same LLC through four common scenarios. "Non-resident" rows assume a typical home-state foreign LLC registration adds about $200 per year of stacked cost; the real number depends on which state you live in and ranges from $50 to over $800 depending on jurisdiction.
| Scenario | Year 1 | Each year after | 3-year total |
|---|---|---|---|
| You live in Delaware, business operates there No foreign LLC registration needed. You pay Delaware fees only. | $510 | $400 | $1,310 |
| You live in Texas, business operates there No foreign LLC registration needed. You pay Texas fees only. | $400 | $100 | $600 |
| Non-resident forming in Delaware with operations elsewhere You pay Delaware's fees plus a typical home-state foreign LLC registration of about $200 per year. | $710 | $600 | $1,910 |
| Non-resident forming in Texas with operations elsewhere You pay Texas's fees plus a typical home-state foreign LLC registration of about $200 per year. | $600 | $300 | $1,200 |
Delaware vs Texas: full comparison
| Dimension | Delaware | Texas |
|---|---|---|
| Online filing Can you file the formation document online? | Yes | Yes |
| Online approval time Standard, non-expedited | 10 business days | 13 business days |
| Expedited option Paid fast-track filing | $100 | $25 |
| Annual report Required in addition to tax | None | Required, $0 |
| State-imposed annual tax Franchise, privilege, or LLC tax minimum | $300 minimum | None |
| State income tax On pass-through LLC income at member level | Yes | No |
| Publication requirement Newspaper publication after formation | No | No |
| Operating agreement Required by state statute | Recommended, not required | Recommended, not required |
| Foreign LLC fee Cost to register as a foreign LLC in this state | $200 | $750 |
| State sales tax General statewide rate | None | 6.3% |
Taxes in Delaware and Texas
How each state handles entity-level tax on LLCs. Pass-through classification means member-level income tax also applies at each member's residence state.
Delaware tax
$300 minimum annual tax (flat basis). State income tax applies to member-level pass-through income. Corporate rate 8.7%.
Texas tax
No entity-level franchise tax on LLCs. No state income tax.
Ongoing compliance
The recurring filings each state requires after formation.
Delaware
Annual $300 tax, due 06/01. No separate annual report. Registered agent required in Delaware.
Texas
Annual report $0, due 05/15 each year. Registered agent required in Texas.
Formation process, side by side
What actually happens from the moment you start filing to the moment you're in good standing. Use this as a checklist.
Delaware
- Check business-name availability on the Delaware entity search.
- Appoint a registered agent with a physical Delaware street address.
- File Certificate of Formation of Limited Liability Company for $110.
- Wait for approval. Online typically 10 business days. Paid expedite from $100.
- Adopt an operating agreement (recommended, not required by Delaware statute).
- Apply for a federal EIN (free from the IRS).
- Open a business bank account to separate personal and business finances.
- Pay the $300 annual Delaware LLC tax when it comes due.
Texas
- Check business-name availability on the Texas entity search.
- Appoint a registered agent with a physical Texas street address.
- File Certificate of Formation: Limited Liability Company (Form 205) for $300.
- Wait for approval. Online typically 13 business days. Paid expedite from $25.
- Adopt an operating agreement (recommended, not required by Texas statute).
- Apply for a federal EIN (free from the IRS).
- Open a business bank account to separate personal and business finances.
- File your first annual report and pay $0 when it comes due.
Before you pick either state
A few things that apply no matter which state you choose. These trip up enough first-time filers that they're worth stating explicitly.
Registered agent is non-negotiable. Both Delaware and Texas (and every other US state) require every LLC to designate a registered agent with a physical street address in the state of formation. You can serve as your own agent if you live in the state; otherwise a commercial agent runs $50 to $125 per year. Using your own home address makes it part of the public record.
Forming elsewhere does not escape your home state's tax. If you live and operate a business from your home state, forming the LLC in Delaware or Texas does not avoid your home state's income tax. The moment you transact business at home, your home state requires a foreign LLC registration, and state tax liability follows your residence regardless of where the entity sits on paper.
EIN applications are free. The IRS issues Employer Identification Numbers directly at no cost. Any service charging you to "get your EIN" is reselling a free form submission. Single-member LLCs with no employees technically don't need one for federal tax, but nearly every bank requires an EIN to open a business account.
Operating agreement matters more than the state you pick. A well-drafted operating agreement governs member ownership, management, profit splits, buy-sell terms, and dissolution. Without one, your LLC runs on the state's default rules, which are rarely what you want. California, Maine, Missouri, and New York require a written one by statute; every other state treats it as strongly recommended.
Agency contacts
Delaware Division of Corporations
- Website
- corp.delaware.gov
- Phone
- (302) 739-3073
- 401 Federal Street, Suite 4, Dover, DE 19901
- Hours
- 8:00 AM to 4:30 PM Eastern, Monday to Friday
Texas Secretary of State, Business & Commercial Section
- Website
- www.sos.state.tx.us/corp/index.shtml
- Phone
- (512) 463-5555
- corpinfo@sos.texas.gov
- P.O. Box 13697, Austin, TX 78711-3697
- Office
- James Earl Rudder Office Building, 1019 Brazos Street, Austin, TX 78701
- Hours
- 8:00 AM to 5:00 PM Central, Monday to Friday
Delaware Division of Revenue
- Website
- revenue.delaware.gov
- Phone
- (302) 577-8200
- 820 N. French Street, Wilmington, DE 19801
- Hours
- 8:30 AM to 4:00 PM Eastern, Monday to Friday
Texas Comptroller of Public Accounts
- Website
- comptroller.texas.gov
- Phone
- (800) 252-1381
- P.O. Box 13528, Capitol Station, Austin, TX 78711-3528
- Office
- Lyndon B. Johnson State Office Building, 111 East 17th Street, Austin, TX 78774
- Hours
- 8:00 AM to 5:00 PM Central, Monday to Friday
Frequently Asked Questions
-
Is it cheaper to form an LLC in Delaware or Texas?
Delaware is cheaper at formation ($110) than Texas ($300). Ongoing costs are also different: $400 vs $100 per year. Total over three years: $1,310 vs $600.
-
Can I form an LLC in Delaware if I live in Texas?
Yes, but your Texas business will almost certainly need to register as a foreign LLC in Texas too, which means paying Texas's foreign registration fee and any ongoing Texas obligations on top of the Delaware ones. The "form elsewhere to save" math usually doesn't work for operating businesses; it only works when you have no physical operations tied to any specific state.
-
How long does it take to form an LLC in Delaware vs Texas?
Delaware online: 10 business days; Texas online: 13 business days. Delaware offers paid expedite from $100. Texas offers paid expedite from $25.
-
Which state has lower taxes for an LLC, Delaware or Texas?
Delaware: state income tax applies to member-level pass-through income, plus a $300 minimum entity-level tax. Texas: no state income tax, no entity-level franchise or LLC tax.
-
Do both states require a registered agent?
Yes. Every US state (and DC) requires every LLC to maintain a registered agent with a physical street address in the state. Delaware and Texas both have this requirement. You can serve as your own agent if you live in the state; most out-of-state filers use a commercial agent for $50 to $125 per year.
-
Which state should I pick if I run an online business from home?
Form in the state you actually live in. Your home state's Department of Revenue treats your residence as nexus regardless of where the LLC is filed, which means you owe state income tax there anyway. Forming in Delaware or Texas to escape your home state's tax doesn't work; it adds paperwork. The non-resident filings make sense when you genuinely operate nowhere in particular: international founders, purely passive holding entities, or real-estate LLCs owning property in other states.
Full state guides
More Delaware and Texas comparisons
More Delaware vs ...
Sources
- Filing fee: corpfiles.delaware.gov/AugustFee2024.pdf · verified April 21, 2026
Delaware DoS Division of Corporations Fee Schedule, revised August 1, 2024. 'Formation – domestic' under Limited Liability Companies = $110.00 state filing fee. - Expedited filing: corpfiles.delaware.gov/AugustFee2024.pdf · verified April 21, 2026
Same Day $100, 24-Hour $50, Priority 2 (2-hour) $500, Priority 1 (1-hour) $1,000. We report 24-hour as the default expedited tier. - Annual report fee: delcode.delaware.gov/title6/c018/sc11/index.html · verified April 21, 2026
6 Del.C. §18-1107(b): annual tax of $300 for every domestic and foreign LLC. §18-1107(c): due June 1 each year. §18-1107(e): $200 late penalty plus 1.5% interest. - Franchise tax: delcode.delaware.gov/title6/c018/sc11/index.html · verified April 21, 2026
Flat $300 annual LLC tax under 6 Del.C. §18-1107. Not a share-based franchise tax like Delaware corporations; we classify it as a flat franchise-style tax for compare purposes. - Operating agreement requirement: delcode.delaware.gov/title6/c018/sc01/index.html · verified April 21, 2026
6 Del.C. §18-101(9) recognizes oral, written, or implied LLC agreements. No statutory requirement that the agreement be written or filed, so recorded as not-required. - Foreign LLC registration fee: delcode.delaware.gov/title6/c018/sc10/index.html · verified April 21, 2026
Foreign LLC registration filing fee. Cross-check against the practitioner-facing fee schedule before publishing. - Business name search: icis.corp.delaware.gov/eCorp/EntitySearch/NameSearch.aspx · verified April 21, 2026
Delaware eCorp entity search. Confirm name availability before filing. - Sales tax rate: revenue.delaware.gov/ · verified April 21, 2026
Delaware has no general state sales tax. Gross receipts tax may apply to some business activities. - Corporate income tax rate: revenue.delaware.gov/ · verified April 21, 2026
Delaware corporate income tax rate is 8.7%. Applies to C-corp income, not LLCs by default, but note here for completeness. - Filing fee: www.sos.state.tx.us/corp/forms/205_boc.pdf · verified April 21, 2026
Texas Secretary of State Form 205 Certificate of Formation for an LLC. $300 filing fee stated on form instructions. Authority: Texas Business Organizations Code §4.152 (formation fees). - Filing fee: www.sos.state.tx.us/corp/sosda/index.shtml · verified April 21, 2026
SOSDirect service charges a 2.7% convenience fee on credit-card transactions on top of the $300 state fee. The stated filingFee of $300 is the statutory fee exclusive of the payment-processing surcharge. - Expedited filing: www.sos.state.tx.us/corp/options.shtml · verified April 21, 2026
Texas Secretary of State expedite service: $25 per document for expedited processing (typically 2 business days). Applies to paper filings mailed or delivered to the SoS. SOSDirect online filings are normally processed within a few business days without a separate expedite fee. - Annual report fee: comptroller.texas.gov/taxes/franchise/ · verified April 21, 2026
Texas LLCs file an annual Franchise Tax Report and Public Information Report with the Comptroller by May 15. No separate filing fee for the PIR. Under SB 3 (88th Leg., 2nd C.S., effective for reports due in 2024 and later), entities with total revenue at or below the no-tax-due threshold no longer file a No Tax Due Report but still file the PIR. - Franchise tax: comptroller.texas.gov/taxes/franchise/ · verified April 21, 2026
Texas Tax Code Chapter 171 (Franchise Tax). No-tax-due threshold raised to $2.47 million for reports due 2024 forward (SB 3, 2023). Rates: 0.375% retail/wholesale margin; 0.75% other. EZ computation 0.331% on revenue up to $20M (no deductions). Confirm current threshold on Comptroller site each year. - Operating agreement requirement: statutes.capitol.texas.gov/Docs/BO/htm/BO.101.htm · verified April 21, 2026
Texas Business Organizations Code §101.052 authorizes a company agreement (Texas's term for an operating agreement). Not required to be in writing or filed; LLC may operate under default statutory rules. - Foreign LLC registration fee: www.sos.state.tx.us/corp/forms/304_boc.pdf · verified April 21, 2026
Texas Secretary of State Form 304 Application for Registration of a Foreign LLC. Filing fee $750. Authority: TBOC §9.001. - Publication requirement: statutes.capitol.texas.gov/Docs/BO/htm/BO.3.htm · verified April 21, 2026
Texas does not require newspaper publication for LLC formation. TBOC Chapter 3 governs formation filings without any publication requirement. - Business name search: mycpa.cpa.state.tx.us/coa/ · verified April 21, 2026
Texas Comptroller Taxable Entity Search (the broadly-used search for Texas business entities). SOSDirect also offers a paid name search for $1 per request. - Sales tax rate: comptroller.texas.gov/taxes/sales/ · verified April 21, 2026
Texas statewide sales and use tax rate is 6.25%. Local jurisdictions may add up to 2% for a maximum combined rate of 8.25%.