Moving an existing company is different from forming an unrelated Delaware entity. A conversion changes a qualifying entity’s form or jurisdiction with legal continuity; non-US domestication brings a non-US entity into Delaware. A new-entity-and-merger structure instead uses a Delaware survivor. Review the home jurisdiction’s permission, approvals and final tax filings before selecting a route.
Quick answer
- Statute
- 6 Del. C. §§ 18-214, 18-212; 8 Del. C. §§ 265, 388
- Official fee
- LLC conversion $220 + $110 formation; corporate conversion $184 + incorporation from $109
- Deadline
- Coordinate simultaneous Delaware filings and the home jurisdiction’s exit requirements
Corp USA is not a law firm and does not provide legal advice.
Last reviewed: October 30, 2026
Corp USA is not a law firm and does not provide legal advice. Private information and filing service; not a government agency.
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Start with the right question.
Conversion into a Delaware LLC
6 Del. C. § 18-214 permits a US corporation, partnership, foreign LLC or other entity to convert into a Delaware LLC. File the certificate of conversion and Certificate of Formation simultaneously. State fees are $220 for conversion plus $110 for the Certificate of Formation.
Delaware Code Online (Title 6, Title 8 & Title 30) ↗Non-US LLC domestication
6 Del. C. § 18-212 permits a non-US entity to domesticate as a Delaware LLC by filing a certificate of LLC domestication together with a Certificate of Formation. The LLC domestication fee is $220; account for the accompanying formation filing rather than treating domestication alone as a complete formation package.
Delaware Code Online (Title 6, Title 8 & Title 30) ↗Conversion or domestication as a Delaware corporation
8 Del. C. § 265 covers conversion of other entities into a Delaware corporation, with the Certificate of Incorporation filed at the same time. Conversion costs $184 plus incorporation from $109. Section 388 covers non-US corporate domestication at $234 plus incorporation from $109.
Delaware Code Online (Title 6, Title 8 & Title 30) ↗A merger is an alternative, not an automatic substitute
The August 1, 2026 schedule lists LLC merger from $220 and corporate merger from $259. Creating a Delaware entity and merging the old business into it requires a permitted merger path, approvals and home-jurisdiction filings. Venture financing, foreign-founder structures and holding-company plans can lead to different choices. Ask through chat about conversion coordination; formation prices are not conversion quotes.
https://corpfiles.delaware.gov/Fee_Schedule/AugustFee2026.pdf ↗Your preparation checklist
- 1.Identify the existing legal form, jurisdiction and tax classification.
- 2.Confirm whether the home jurisdiction permits outbound conversion, domestication or the intended merger.
- 3.Obtain required owner, board, lender and contract approvals.
- 4.Prepare the conversion or domestication certificate and simultaneous Delaware charter, or the merger documents.
- 5.Coordinate effective times, outbound filings, withdrawal and final home-jurisdiction taxes.
- 6.Update banking, licenses, registrations and company records; confirm EIN treatment with the IRS and a tax advisor.
Common trap
Keep the requirements separate.
| Path | Who can use it | Keeps the same legal entity | Home-state exit filing needed | Typical use |
|---|---|---|---|---|
| Conversion | Eligible US or other entities where both jurisdictions permit it | Generally yes | Confirm outbound conversion or withdrawal and final taxes | Venture financing or jurisdiction change |
| Domestication | Non-US entities under the applicable Delaware statute | Generally continued under the domestication framework | Confirm local permission, exit filings and taxes | Foreign founders |
| New Delaware entity and merger | Entities eligible for the planned merger | The Delaware survivor continues, not automatically the original separate entity | Merger and related final filings may be needed | Holding-company or restructuring plans |
Carry the decision forward.
Corp USA is not a law firm and does not provide legal advice.
Corp USA is not a law firm and does not provide legal advice.
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
Generally a conversion keeps the same legal entity, but EIN treatment depends on the transaction and tax classification. Confirm with the IRS and a tax advisor before reusing or applying for an EIN.
Internal Revenue Service (IRS) ↗Yes. Review home-state law and outbound requirements as well as Delaware’s inbound statute. If a direct conversion is not available, a permitted merger or another structure may be needed.
Delaware Code Online (Title 6, Title 8 & Title 30) ↗Timing depends on approvals, home-jurisdiction filings, document acceptance and the chosen Delaware processing tier. Confirm the sequence and timing through chat; no completion guarantee is made.
https://corpfiles.delaware.gov/Fee_Schedule/AugustFee2026.pdf ↗A non-US entity may use LLC domestication under § 18-212 or corporate domestication under § 388 when applicable requirements are met. Confirm the home country’s permission and tax consequences before filing.
Delaware Code Online (Title 6, Title 8 & Title 30) ↗