Can I operate in Delaware with an out-of-state LLC?

Yes. Out-of-state LLCs can operate in Delaware by registering as a foreign LLC with the Delaware Division of Corporations. Registration requires filing a Certificate of Registration, paying a $200 fee, maintaining a registered agent with a Delaware physical address, and providing a Certificate of Good Standing from your home state under 6 Del. C. § 18-104.

Registration Requirements

File a Certificate of Registration for Foreign LLC with the Delaware Division of Corporations before conducting business in Delaware. Submit your application online at https://icis.corp.delaware.gov/eCorp/ or by mail to John G. Townsend Building, 401 Federal Street, Suite 4, Dover, DE 19901.

The registration fee is $200.00 (non-refundable). You must include a Certificate of Good Standing from your LLC's home state, issued within 90 days of filing. Processing typically takes 1–2 business days for online filings.

Registered Agent Requirement

Delaware law requires a registered agent with a physical address in Delaware (6 Del. C. § 18-104). Your agent can be:

A Delaware resident
A domestic or foreign corporation, LLC, LP, or other entity authorized to do business in Delaware
A member of your LLC

The registered agent receives legal documents and official correspondence on your behalf. The agent must consent to serve and maintain a Delaware office location.

Ongoing Obligations

Delaware does not require annual reports for foreign LLCs after registration. However, you must maintain your registered agent and update agent information if it changes. Changing your registered agent costs $50.00.

If you later cease operations in Delaware, you'll file a Certificate of Withdrawal and pay a $220.00 withdrawal fee.

Contact Information

Delaware Division of Corporations Phone: (302) 739-3073 Website: https://corp.delaware.gov/ eCorp Filing: https://icis.corp.delaware.gov/eCorp/

Search existing business names at https://icis.corp.delaware.gov/Ecorp/EntitySearch/NameSearch.aspx before filing.

Next Steps

Obtain a Certificate of Good Standing from your home state
Designate a Delaware registered agent
File your Certificate of Registration online or by mail
Pay the $200 registration fee
Confirm registration status through the Division's business search

This is general information, not legal advice.