Why 10,000,000-share Delaware startups receive a default Authorized Shares assessment—and how Assumed Par Value recalculation can reduce it to the $400 statutory minimum ($450 with the $50 March 1 Annual Report).
Delaware Division of Corporations (Title 8 & Title 6) ↗Delaware Division of Corporations (Title 8 & Title 6) ↗Delaware statutory references supplied for the October 25, 2026 review; confirm current official instructions.
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Statutory Rule & Filing Mechanics (8 Del. C. § 503(a)(2))
Why 10,000,000-share Delaware startups receive a default Authorized Shares assessment—and how Assumed Par Value recalculation can reduce it to the $400 statutory minimum ($450 with the $50 March 1 Annual Report).
Delaware Division of Corporations (Title 8 & Title 6) ↗March 1 Annual Report — $50 State Fee
Domestic corporations report their principal place of business, at least one officer, and all directors (§ 502).
Delaware Division of Corporations (Title 8 & Title 6) ↗Assumed Par Value Recalculation
Use issued shares and total gross assets to calculate tax under 8 Del. C. § 503(a)(2). The $400 minimum is not guaranteed for every startup.
Delaware Division of Corporations (Title 8 & Title 6) ↗Your preparation checklist
- Confirm LLC, standard C-Corp, Venture 10M-Share C-Corp, or Series LLC
- Clear Delaware ICIS entity name
- Designate physical Delaware Registered Agent
- File Certificate of Formation ($110) or Incorporation ($109)
- Execute Operating Agreement or Bylaws; review 30-day § 83(b) election
- Calendar March 1 corporation report or June 1 LLC tax
Compare Authorized Shares vs. Assumed Par Value
Compare Authorized Shares vs. Assumed Par Value
Delaware Franchise Tax Recalculation (8 Del. C. § 503)
Authorized Shares Method + $50 report
$85,215
Assumed Par Value Method + $50 report
$450
Instant tax savings
$84,765
Delaware LLCs and LPs instead pay a flat $300 annual tax by June 1 (6 Del. C. § 18-1107).
File my Annual Report & recalculation — $149 serviceKeep the requirements separate.
| Requirement | Rule / confirmation needed | Official authority |
|---|---|---|
| March 1 Annual Report — $50 State Fee | Domestic corporations report their principal place of business, at least one officer, and all directors (§ 502). | Delaware Division of Corporations (Title 8 & Title 6) ↗ |
| Assumed Par Value Recalculation | Use issued shares and total gross assets to calculate tax under 8 Del. C. § 503(a)(2). The $400 minimum is not guaranteed for every startup. | Delaware Division of Corporations (Title 8 & Title 6) ↗ |
Carry the decision forward.
Corp USA is not a law firm and does not provide legal advice. State fees are pass-through. Service fees and taxes are separate. Review the order price before payment.
Before your next step
8 Del. C. § 503(a)(2). Why 10,000,000-share Delaware startups receive a default Authorized Shares assessment—and how Assumed Par Value recalculation can reduce it to the $400 statutory minimum ($450 with the $50 March 1 Annual Report).
Delaware Division of Corporations (Title 8 & Title 6) ↗No. They pay the flat $300 annual tax by June 1 (§ 18-1107).
Delaware Division of Corporations (Title 8 & Title 6) ↗$200 late penalty plus 1.5% monthly interest on unpaid tax (8 Del. C. § 504).
Delaware Division of Corporations (Title 8 & Title 6) ↗