Delaware C-corp franchise tax: notice vs. Assumed Par Value Capital
The February notice is priced on Authorized Shares. Recheck it on Assumed Par Value Capital before March 1, 2027.
Authorized Shares Method (the notice)
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$
Assumed Par Value Capital Method
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$
Franchise tax you may pay (lower method)
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$
Overpayment if you just pay the notice
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$
Filing deadline
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Days late
—
days
Late penalty plus interest
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$
Total to Delaware
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$
Keep the worked sheet and never miss March 1. The numbers above are free, forever, with no key and no cap. The full version exports this whole worked sheet as a .csv for your CPA and sets a March 1 alarm that repeats every year.
$60 once · one licence key per person or team seat · A registered agent files the Delaware annual report for you at about $100 per filing; agents charge $50-$200 for that service.
Both statutory methods, side by side Runs the Authorized Shares Method and the Assumed Par Value Capital Method on the same cap table and reports the lower one, which is the figure Delaware lets you pay. Rates, brackets and the $400-per-million step are taken from the Delaware Division of Corporations pages corp.delaware.gov/frtaxcalc and corp.delaware.gov/paytaxes, read on 2026-09-22.
The gap the February notice hides Delaware mails a notice priced on authorized shares. This shows that number, the lawful lower number, and the difference between them, so you can see what the notice would cost you if you simply paid it.
Two share classes with their own par values Common and preferred are entered separately with their own par value, because the Assumed Par Value Capital Method applies a per-class floor: a class whose stated par is above the assumed par is valued at its stated par. This is the step that reproduces Delaware's own published example.
What filing late adds Applies the statutory $200 late penalty plus 1.5 percent interest per month on tax and penalty, counted from March 1 of the year you enter as your filing date, so a date change moves the total.
CSV export of the worked sheet (paid) Writes every input and every intermediate line - assumed par per share, per-class capital, the round-up to the next million - to a .csv you can hand to a CPA or attach to the filing record. Paid layer, ownership axis.
March 1 alarm (paid) Sets a browser alarm ahead of the March 1 deadline and repeats it each year, so the recheck happens before the notice is paid rather than after. Paid layer, repetition axis.