DelawareHB 400153rd General Assembly (2024–2026)HouseWALLET

AN ACT TO AMEND TITLE 5, TITLE 6, TITLE 8, TITLE 12, AND TITLE 29 OF THE DELAWARE CODE RELATING TO FEES AND TAXES ADMINISTERED BY THE SECRETARY OF STATE.

Sponsored By: Kerri Evelyn Harris (Democratic)

Signed by Governor

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Bill Overview

Analyzed Economic Effects

11 provisions identified: 0 benefits, 11 costs, 0 mixed.

Businesses pay more for faster filings

For covered business filings, information requests, and related state services, the law raises or adds extra fees for faster processing. Full schedules cap these fees at $10,000 for 30 minutes, $2,500 for one hour, and $1,500 for two hours. Same-day fees are capped at $500, and 24-hour fees at $300; actual charges can be lower. Section 1410 services have only the listed 24-hour, same-day, and two-hour options, with two-hour completion on the same day. Covered incorporation services under Section 735 have an added 24-hour fee capped at $300.

Limited liability partnerships pay higher fees

Covered limited liability partnership filings cost $300 per partner, up from $200. The annual maximum rises from $120,000 to $180,000, and fees cannot exceed that new cap. These charges cover statements of qualification, statements of foreign qualification, and annual reports. Both domestic and foreign limited liability partnerships pay the fees.

Businesses pay more for document reviews

Advance review of covered partnership and limited liability company filing documents costs $350, up from $250. Standard corporate document review also rises from $250 to $350; documents under 8 Del. C. § 204 cost $1,500. The law sets a $350 advance-review fee for statutory-trust filing documents. Written record-search reports for covered partnerships, limited liability companies, corporations, and statutory trusts have a $200 cap, up from $100. Actual report fees can be lower than the cap.

Corporations pay more for incorporation certificates

The Secretary of State charges $200 to make and issue a covered certificate of incorporation, up from $11.50. An additional certified copy of a certificate of incorporation or articles of association costs $50. Prior fees for those copy services were $11.50 or $5.75, depending on the service.

Higher business filing and copy fees

Under Section 1410, filing a certificate of acceptance, amendment, correction, or cancellation costs $200, up from $100. Certifying a copy costs $50 instead of $20, plus $2 per page instead of $1 when the state supplies it. Further noncertified copies cost $10 for the first page and $2 per extra page, up from $5 and $1. Beginning August 1, 2026, designating or appointing a resident agent costs $50 when no other statute sets a fee.

Out-of-state corporations pay higher report fees

Foreign corporations doing business in Delaware pay $250 for their annual report, up from $125. Missing the June 30 filing deadline brings a $200 penalty, up from $125.

Trademark owners face higher state fees

Applying to register a Delaware mark costs $100, up from $25. A registration certificate costs $50, up from $10, and recording an ownership assignment costs $100 instead of $25. Renewal costs $100 instead of $25 when filed during the six months before the registration expires. Requesting completion of a registration application within 24 hours adds a fee of up to $300.

Higher annual taxes for Delaware businesses

Beginning January 1, 2026, covered partnerships and limited liability companies pay $400 in annual tax, up from $300. This covers partnerships that filed a statement of partnership existence. It also covers domestic limited partnerships and limited liability companies, plus foreign ones registered in Delaware. Each registered series of a domestic limited partnership or limited liability company pays $100 yearly, up from $75.

Plaintiffs pay higher lawsuit notice fees

Covered service of lawsuit papers through Delaware's Secretary of State costs $100, up from $50. This covers specified partnership, limited liability company, corporation, and statutory-trust proceedings, including covered foreign entities. Domestic limited partnerships and their series use this route when other authorized methods fail despite diligent efforts. Beginning August 1, 2026, covered foreign statutory-trust service costs $100, and a $100 default applies when no statute sets a fee. Plaintiffs pay upfront; where the applicable law allows, a winning plaintiff includes the fee in case costs.

Qualifying corporations pay more to close

A qualifying corporation pays $50 to file its dissolution certificate, up from $10. It must have no assets and have stopped doing business. It must have owed only the minimum franchise tax in every year since Delaware incorporation. All franchise taxes and fees due or assessable through the filing year must be paid.

Higher lawsuit fees after foreign business mergers

This change applies when a merger or consolidation leaves a surviving or resulting entity organized outside Delaware. Plaintiffs who serve legal papers through Delaware’s Secretary of State under the affected rules pay the standard $100 fee. That replaces the previous $50 fee.

Sponsors & Cosponsors

Sponsor

Kerri Evelyn Harris
Democratic • House

Cosponsors

Kimberly Williams
Democratic • House
S. Elizabeth Lockman
Democratic • Senate
Melissa Minor-Brown
Democratic • House
Edward S. Osienski
Democratic • House
Trey Paradee
Democratic • Senate
David P. Sokola
Democratic • Senate
Bryan Townsend
Democratic • Senate

Roll Call Votes

All Roll Calls

Yes: 40 • No: 17

Senate vote • 5/12/2026

Passed (3/5 required)

Yes: 15 • No: 6

House vote • 4/23/2026