Business formation
Form a Delaware Nonprofit (Nonstock) Corporation: $258 Total
A Delaware nonstock corporation has members instead of shareholders. Form the existing Delaware Exempt Nonstock Corporation product under 8 Del. C. §§ 102(a)(4) and 114 for $109 state + $149 service = $258. Federal 501(c)(3) recognition requires a separate IRS application.
Last reviewed: October 30, 2026
Corp USA is not a law firm and does not provide legal advice.
- Delaware Title 8 & Title 6 statutory references
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What to know before you file
Members, not shareholders
A nonstock corporation uses members rather than capital-stock shareholders. Define its purpose, membership and governance in the charter and bylaws under 8 Del. C. §§ 102(a)(4) and 114.
Official source: Delaware Code Online (Title 6, Title 8 & Title 30)Exempt domestic annual report
An exempt domestic corporation files a $25 annual report each March 1 and pays no Delaware franchise tax. Keep the March 1 report on the calendar even when no franchise tax is due.
Official source: Delaware Division of Corporations (Title 8 & Title 6)Federal charitable status is separate
501(c)(3) recognition is a separate IRS application using Form 1023 or Form 1023-EZ where eligible. Incorporation does not grant federal exemption; consult a tax advisor about eligibility, organizing documents and the application.
Official source: Internal Revenue Service (IRS)Common trap: Delaware exemption is not IRS exemption
Delaware exempt status for the annual report is not the same as IRS tax exemption. Do not describe donations as federally deductible solely because the corporation was formed in Delaware.
Official source: Internal Revenue Service (IRS)Keep the exempt annual report current
Our existing exempt annual-report filing is $149 service + $25 state = $174.
Official source: Delaware Division of Corporations (Title 8 & Title 6)Corp USA is not a law firm and does not provide legal advice.
Frequently asked questions
An LLC is normally a for-profit vehicle and most charities use a nonstock corporation. Talk to a tax advisor about the appropriate legal form and federal tax-exemption requirements.
Official source: Internal Revenue Service (IRS)No. Federal 501(c)(3) status requires a separate IRS application, generally Form 1023 or Form 1023-EZ where eligible.
Official source: Internal Revenue Service (IRS)File the $25 Delaware annual report each March 1. Exempt domestic corporations pay no Delaware franchise tax, but the report obligation remains.
Official source: Delaware Division of Corporations (Title 8 & Title 6)Sources
- Official source: Delaware Division of Corporations (Title 8 & Title 6)
- Official source: Delaware Code Online (Title 6, Title 8 & Title 30)
- Official source: Internal Revenue Service (IRS)
Last reviewed: October 30, 2026
Corp USA is not a law firm and does not provide legal advice.
Your next chapter. In Delaware.
Corp USA is not a law firm and does not provide legal advice.