Unpaid Delaware Franchise Tax: Charter and Good Standing
17 October 2026 · Informational only · No affiliate links · 3 min read
General information, not tax, legal or financial advice. We are not the State of Delaware and are not affiliated with it. Check corp.delaware.gov or ask a qualified professional. Sources read on October 17, 2026 (passages cited). Dates after 2026 are expected; the amounts shown are the current rates on the State pages, not confirmed 2027 rates. Examples use made-up numbers. This page contains no affiliate links.
Short answer: 8 Del. C. §510 says that if a corporation neglects or refuses for one year to pay the franchise tax (or file the report), its charter can become void, unless further time is granted for good cause. §502(f) says no certificate of good standing is issued while the tax is unpaid. Both are statutory consequences; this page does not predict what the State does in a given case.
What each section says
| Provision | Point |
|---|---|
| 8 Del. C. §510 | One year of neglect or refusal to pay or to file a complete report: charter void, unless the Secretary of State has given further time for good cause. Each year by November 30 the Secretary of State must notify delinquent corporations that the charter becomes void unless the tax is paid and a complete report is filed by March 1 of the following year |
| 8 Del. C. §511 | By June 30 the Secretary of State reports delinquent corporations to the Governor, who issues a proclamation repealing their charters |
| 8 Del. C. §508 | After tax has been unpaid for 3 months, the Attorney General may ask the Court of Chancery to enjoin the corporation from doing business |
| 8 Del. C. §502(f) | No good standing certificate while the tax is unpaid |
Why it matters
Banks, investors and other states often ask for a good standing certificate. A hold on it can slow a funding round or a bank account opening (practical context, not stated in the statute).
Prevent it
- Pay by March 1: due date guide.
- Watch December notices: notices and scam letters.
- Understand penalty and interest, which grow while you wait.
Example (made-up numbers)
A dormant company skips the report in 2027. It owes $175 in tax, a $200 penalty and interest. By the following spring the unpaid amount has grown; it cannot get a good standing certificate until the tax is paid.
If the charter is void
The pages read do not describe the revival process. Contact the Division of Corporations or counsel; we do not give steps.
FAQ
Is dissolving cheaper? Dissolution involves its own filings and fees (not covered).
What we could not verify
- The revival process and its cost (not read).
- Whether the State applies these provisions in a given case (this page describes the statute only).
- Whether the statute has been amended since the version read.
- 2027 rates: the State pages do not date amounts by year, so everything here is described as current rates; recheck on corp.delaware.gov.
- Any extension or grace period for the March 1 deadline: none was found in the sources read. 8 Del. C. §510 mentions further time for good cause, which is exceptional.
- Registered agent prices and comparisons: not researched here (no official source).
- LLC and limited partnership tax: only the June 1 due date is mentioned; we give no amount because the State's own pages were inconsistent. Check corp.delaware.gov.
Sources (official)
- Delaware Code, Title 8, Chapter 5 (8 Del. C. §§ 502-514, statute text read) (read October 17, 2026)
- Delaware Division of Corporations, Franchise tax FAQ (read October 17, 2026)