Registered agent renewal for Delaware

Key findings (concise) 1) No separate, annual "registered agent renewal" filing for Delaware entities: Delaware law requires every entity to continuously maintain a registered agent and registered office in the State.

There is no separate statewide annual “renewal” form specifically for the registered agent — instead, registered-agent continuity is part of maintaining the entity in good standing and paying required annual taxes/filings. (See Division of Corporations guidance: entities that fail to maintain a registered agent may fall out of good standing and must file revival/reinstatement paperwork.) 2) 2025 statutory changes — registered-agent physical presence requirement: Effective in 2025, Delaware amended its corporate/LLC statutes to require registered agents to maintain a physical office in Delaware (staffed during normal business hours) and to prohibit performing duties solely through virtual offices or mail-forwarding.

Practitioners and registered-agent providers published guidance summarizing these changes and advising clients to confirm their agent meets the new standards. 3) Annual filing/tax calendar and interaction with registered-agent duties: - Corporations: Annual Report and Franchise Tax are due on or before March 1 each year.

Annual Report filing fee for non-exempt domestic corporations is $50; franchise-tax minimums and method-based rates apply (minimums, maximums, estimated payment schedule for large taxpayers). Penalty for late filing: $200 plus 1.5% interest per month on tax and penalty.

Annual notices are sent to the corporation’s registered agent. - LLCs/LPs/GPs (alternative entities): These entities do not file an Annual Report but must pay an annual tax of $300. The annual tax is due on or before June 1 each year.

Penalty for non-payment or late payment is $200 plus 1.5% interest per month. (Division of Corporations/Revenue pages state these deadlines and penalties.)

Key findings (concise) 1) No separate, annual "registered agent renewal" filing for Delaware entities: Delaware law requires every entity to continuously maintain a registered agent and registered office in the State.

There is no separate statewide annual “renewal” form specifically for the registered agent — instead, registered-agent continuity is part of maintaining the entity in good standing and paying required annual taxes/filings. (See Division of Corporations guidance: entities that fail to maintain a registered agent may fall out of good standing and must file revival/reinstatement paperwork.) 2) 2025 statutory changes — registered-agent physical presence requirement: Effective in 2025, Delaware amended its corporate/LLC statutes to require registered agents to maintain a physical office in Delaware (staffed during normal business hours) and to prohibit performing duties solely through virtual offices or mail-forwarding.

Practitioners and registered-agent providers published guidance summarizing these changes and advising clients to confirm their agent meets the new standards. 3) Annual filing/tax calendar and interaction with registered-agent duties: - Corporations: Annual Report and Franchise Tax are due on or before March 1 each year.

Annual Report filing fee for non-exempt domestic corporations is $50; franchise-tax minimums and method-based rates apply (minimums, maximums, estimated payment schedule for large taxpayers). Penalty for late filing: $200 plus 1.5% interest per month on tax and penalty.

Annual notices are sent to the corporation’s registered agent. - LLCs/LPs/GPs (alternative entities): These entities do not file an Annual Report but must pay an annual tax of $300. The annual tax is due on or before June 1 each year.

Penalty for non-payment or late payment is $200 plus 1.5% interest per month. (Division of Corporations/Revenue pages state these deadlines and penalties.)

Consequences of failing to maintain a registered agent or pay taxes

Failure to maintain a registered agent or to pay required taxes/fees can result in an entity being out of good standing, assessment of penalties and interest, and ultimately forfeiture/voiding of charter if noncompliance persists (and the Division provides revival/reinstatement procedures and forms to return an entity to good standing once fees and filings are paid). Annual notices (including franchise tax notices) are mailed to the registered agent, making the agent an important compliance gateway.

Changing or resigning a registered agent / reinstatement

Where an entity needs to change or reinstate a registered agent (or revive a forfeited/void entity), Delaware’s Division of Corporations provides forms and instruction memos (Renewal/Revival/Reinstatement forms). Reinstatement/renewal requires filing the appropriate form(s) and payment of back taxes/fees. Registered-agent change filings and associated forms are available via the Division’s forms pages (or by contacting the Division directly).

Practical compliance guidance for Delaware-entity owners (recommended content for blog/newsletter)

- Confirm your registered agent meets the 2025 physical-location requirement (ask for a physical office address and confirmation they are staffed during business hours). - Keep the registered-agent relationship current: ensure the agent has up-to-date contact information and that you (entity owners) are receiving compliance reminders. - Note critical filing dates: March 1 (corporation annual report & franchise tax) and June 1 (LLC/LP/GP $300 annual tax). Budget and calendar for these dates and watch for notices sent to your registered agent. - If you miss a filing or lose your agent, act quickly: use Division of Corporations Revival/Reinstatement procedures to restore good standing (file required forms and pay back taxes, fees, penalties, interest). - Consider using a reputable Delaware-licensed registered agent with a verified physical office to avoid the risks associated with noncompliant "virtual" providers. - When changing registered agents, file the required change-of-agent documents promptly with the Division and confirm the new agent accepts the appointment.