The short answer is no.  The state of Delaware does not legally require a lawyer to form a Delaware Corporation.

Our detailed Incorporation Information page may help you understand some of the implications of forming a Delaware Corporation.  However, if there is anything about Incorporating in Delaware that you're not sure about you should seek the advice of a competent Delaware lawyer, a Delaware accountant, or both before you Incorporate in Delaware. 

Once you have made the decision to Incorporate in Delaware, a Delaware lawyer can file your documents and act as a middle man for a few hundred dollars an hour; or you can use an online service provider like All Business Documents to perform these services and save money that you can use in your new Delaware Corporation.

You are not legally required to reserve a Company Name for a new Delaware Corporation before you submit your application to Incorporate in Delaware.

Whether or not you need to reserve a company name for your new Delaware Corporation depends entirely on your business situation.  The Delaware Secretary of State uses names on a first come first served basis.  So if you think that someone may snatch the Company Name that you have in mind, you may want to reserve that Delaware Company Name. The name of a Delaware Corporation must include one of these words: "Association", "Company", "Corporation", "Club", "Foundation", "Fund", "Incorporated", "Iinstitute", "Society", "Union", "Syndicate" or "Limited"; or an abbreviation of one of these words.

If the Name you have chosen for your new Delaware Corporation is already in use by a currently active Delaware Corporation or LLC, and you still want to use that Corporation Name, then you will have to register a DBA Name with the county recorder in each Delaware county in which you want to do business. "DBA" is an abbreviation for "Doing Business As." We verify that the Name you have chose for your new Delaware Corporation is available before we submit your Incorporation filing to the Delaware Secretary of State.  If necessary we can register a DBA Name in Delaware for you so that you can open your new Delaware business as quickly as possible.

1. Choose a name for your Delaware Corporation
   
   Your Delaware Corporation name can identify the type of products and services your business will provide; or it may be the name of the founder; or it can be a combination of the two or something else.
   
   In any case, the Delaware Corporation name that you choose must be distinguishable from the name of any other registered Delaware Corporation or other business entity and the name must also be different from any reserved names on record with the state of Delaware.  Your Delaware Corporation name must not imply that it was formed for a purpose other than that stated in your Certificate of Incorporation; and your Delaware Corporation name must not be a name that is likely to mislead the public.
   
   The name of a Delaware Corporation must include one of these words: "Association", "Company", "Corporation", "Club", "Foundation", "Fund", "Incorporated", "Iinstitute", "Society", "Union", "Syndicate" or "Limited"; or an abbreviation of one of these words.
   
   It's important to choose a good name for your Delaware Corporation because if you want to change it after you incorporate you will have to file amended Certificate of Incorporation with the Delaware Secretary of State (and pay a fee). We will:
   • Check to make sure that your Delaware Corporation name is available
   • Make sure your Delaware Corporation name conforms to state of Delaware regulations
   • Reserve your Delaware Corporation name with the Delaware Secretary of State
2. Select an official address and a Registered Agent for your Delaware Corporation
   
   Every Delaware Corporation must have an address that is physically located in the state of Delaware.  This address is "registered" with the Delaware Secretary of State.  The Registered Address is where official and legal correspondence can be delivered.
   
   The individual or company that is registered with the state of Delaware to receive all correspondence on behalf of the Delaware Corporation is called a "Registered Agent".  You may act as your own Registered Agent, however, many Delaware Corporations hire a Registered Agent because they don't have a physical address within the state of Delaware or to provide a distinct level of privacy.
   We can act as the official Registered Agent for your Delaware Corporation.
3. Choose a Board of Directors for your Delaware Corporation
   
   All Delaware Corporations are required to have a Board of Directors.  Directors are the people who will set policies for your Delaware Corporation and manage the business and its resources.  In the majority of small corporations directors are the owners. The Certificate of Incorporation or Corporate Bylaws may define specific qualifications for Directors. 
   
   The Board of Directors is responsible for creating rules, approving budgets and distributing profits to shareholders. One of the most important duties of the Board of Directors is electing Officers for your Delaware Corporation.  The same person may be a Director and an Officer at the same time.  Directors need not be residents of the state of Delaware or shareholders of the Delaware Corporation unless the Certificate of Incorporation or Bylaws require it.
   
   Normally Directors for your Delaware Corporation are elected for a term of one year.  Elections are held at the annual meeting of Shareholders.  The Directors serve until the next annual Shareholders meeting.
   
   
4. Decide who will be Officers for your Delaware Corporation
   
   The Board of Directors elects Officers for your Delaware Corporation in accordance with the Corporate Bylaws and Certificate of Incorporation.  Officers serve at the pleasure of the Board of Directors of the Delaware Corporation.  Officers handle the day to day operation of the Delaware Corporation.
   
   Unless specifically prohibited by the Corporate Bylaws or Certificate of Incorporation, in a Delaware Corporation the same person may hold more than one Corporate Office at the same time.  However, there are certain legal affairs in which the same person cannot act in more than one capacity.
   
   The number and type of Officers required for a Delaware Corporation are defined in the Corporate Bylaws or in a resolution of the Board of Directors. 
   
   One Officer - usually the Secretary - is given responsibility for preparing Minutes of Directors and Shareholders meetings and for authenticating records for the Delaware Corporation. 
   
   
5. Determine how you want your Delaware Corporation to be taxed
   
   The Delaware Corporate Income Tax Rate is 8.7%.   You may form an S Corporation in Delaware.  S Corporations may "pass through" all corporate profits to the shareholders (owners) who then pay tax at their applicable personal rate.  S Corporations do not pay any Delaware Corporate Income Tax.
   If you choose to be taxed as an S Corporation, we can prepare the S Corporation election form for your Delaware Corporation and include it with your Incorporation documents.
   
   Click here for more Delaware Corporate Tax Information
6. File a Certificate of Incorporation with the Delaware Secretary of State
   
   In order to form a Corporation in Delaware you must file a Certificate of Incorporation with the Delaware Secretary of State.  The Certificate of Incorporation must include certain specific information about your Delaware business. If the Certificate of Incorporation does not conform exactly to state of Delaware requirements it will be rejected.  You may subsequently amend the Certificate of Incorporation for your Delaware Corporation but you will have to pay a fee to the state of Delaware in order to make the changes official.
   
   
7. Get a Federal Employer Identification Number (FEIN)
   
   A Federal Employer Identification Number, also known as a Federal Tax Identification Number, is used by the IRS to identify a business entity.  An FEIN is like a Social Security Number for your Delaware Corporation.  All Delaware Corporations are required to have an FEIN.
   We can obtain an FEIN for your Delaware Corporation.
8. Issue Stock Certificates to the Initial Shareholders
   
   Corporate stock is evidence of ownership of a Delaware Corporation.  When you form your Delaware Corporation, you will need to determine what type of stock and the number of shares of each type that you want to authorize.  You do not have to sell the number of shares that are authorized.  Many small Delaware Corporations hold 100% of the shares.
   
   Stockholders in a Delaware Corporation are entitled to voting rights or dividends of the Corporate profits or both.  Whoever owns over 50% of the stock of the Delaware Corporation is able to make all Corporate business decisions.  Delaware Corporations usually hold at least 51% of the corporate stock in order to retain control of the Delaware Corporation.
   

1. Conduct an initial Meeting of the Board of Directors and adopt Corporate Bylaws
   
   The Board of Directors holds an initial meeting to elect Officers, authorize issuance of stock and adopt the Corporate Bylaws.  Bylaws are the internal rules of your Delaware Corporation.  They are adopted by the Board of Directors and vary widely from Corporation to Corporation.  Commonly bylaws include the number of seats on the board of directors; how Directors are elected; how meetings of Directors and Shareholders are to be conducted; what Officers the Delaware Corporation will have and a description of each of their duties. 
   
   As your company grows over time, you may amend your bylaws as necessary.  Bylaws generally cannot be amended by the Board of Directors unilaterally.  A vote by the majority of Stockholders of the Delaware Corporation is usually required to amend the Corporate Bylaws.  Bylaws may include any rules for managing the business and conducting corporate affairs.  Almost anything may be written into the Bylaws, however, the Bylaws must not be in violation of any federal or Delaware law or the Delaware Corporation's Certificate of Incorporation.  A copy of the Corporate Bylaws should be maintained at the Corporation's principal Delaware office.
   
   
2. Open a Business Bank Account in Delaware
   
   It's very important that you have a separate business bank account for your Delaware Corporation.  Mixing personal and business funds can get you in a lot of trouble with the tax man down the line.  It's a good idea to contact the bank before you open a business bank account.  Specific requirements vary from bank to bank.
   
   
3. Obtain Business Licenses from the cities and counties in which you plan to do business
   
   Note that forming a Delaware Corporation doesn't take the place of obtaining a business license, tax registration certificate, or other required business permits.  A Delaware Corporation merely creates an ownership structure that limits the owners' personal liability.  You may still need to take care of getting set up to do business with your local government.
   
   Depending on the nature of the business and the location of your Delaware Corporation you may need to get one or more city business licenses or permits.  The business licenses or permits that are required for your Delaware Corporation vary depending on your business activities and the specific locations within the state of Delaware in which you want to conduct business.
   
   If your Delaware Corporation will be selling products in Delaware you may be required to obtain a Reseller's Permit from the appropriate Delaware state agency.  If your Delaware Corporation will be selling products in Delaware you will also be responsible for all applicable local and state of Delaware sales taxes if there are any.
   
   We can research and prepare the necessary forms for your required business licenses and permits and include them in your Delaware Incorporation package.
   
   
4. Hold Meetings of Shareholders and Directors of each year
   
   Every Delaware Corporation must hold corporate and shareholder meetings, at least annually, and must keep minutes of each meeting on file.  A copy of the minutes is evidence that the meetings took place and includes all resolutions that were adopted.  The minutes of each meetings must be open for inspection by any Shareholder or Director.  This meeting requirement is often overlooked and comes into play when the Delaware Corporation is challenged for any reason.  Keeping proper meeting minutes and documenting resolutions made and approved by the Directors is a formality that could save your Delaware Corporation a lot of potential trouble.
   
   We can transcribe the minutes of any meeting of your Delaware Corporation into a form that complies with all state of Delaware requirements.
   
   
5. File the required Delaware Professional Corporation reports
   
   Every Delaware Corporation is required to file an Annual Report with the Delaware Secretary of State EACH year.
   
   The Delaware Corporation Annual Report is due at the Delaware Secretary of State EACH year by March 1.
   
   Every Delaware Corporation is also required to pay an Annual Franchise Tax to the state of Delaware EACH year.
   
   The Annual Delaware Corporation Franchise Tax is based on the value of the shares which the Delaware Corporation has issued or by the total number of shares which the Delaware Corporation is authorized to issue.
   
   If a Delaware Corporation does not file its Corporation Annual Report with the Delaware Secretary of State by the due date of March 1 then the DE Secretary of State will impose a late filing fee on that Delaware Corporation.
   
   
   We can fill out and file any Annual Report with the Delaware Secretary of State after your Delaware Professional Corporation gets going.
   
   
   
6. Keep proper records of your Delaware Corporation on file
   
   Keep the following records on file and available at the principal business office of your Delaware Corporation:
   • Names and addresses of all Directors and Officers of the Delaware Corporation
   • Certificate of Incorporation for the Delaware Corporation and any Amendments to them
   • Corporate Bylaws for the Delaware Corporation and any Amendments to them
   • List of current shareholders of the Delaware Corporation.  If shareholders change, keep a record of old shareholders and how stock was transferred.
   • Minutes of all Meetings of Shareholders and Directors
   • Copies of any Corporate Resolutions which have been adopted by the Delaware Corporation
   • Copies of all tax returns and Annual Reports for the Delaware Corporation for the last 3 years

In order to Incorporate in Delaware you'll need the following information about your new Company:

• The name of your new Delaware Corporation along with your second choice of a name in case the name that you want is not available
  
• Physical address of the Corporation office in Delaware (not a PO Box)
  
• Name and address of your Delaware Registered Agent (not a PO Box)
  
• A description of the nature of the business you are planning to operate with the Delaware Corporation
• Names and addresses of the initial Directors of the Delaware Corporation
• The number of shares of stock that the Delaware Corporation will be authorized to issue
• The par value of the shares which the Delaware Corporation will be authorized to issue

Remember - ALL the information that you provide when you Incorporate in Delaware becomes part of the public record.  Our data entry forms include the absolute minimum amount of information that is required in order to Form a new Corporation in Delaware.

Processing times for new Delaware Corporation applications vary depending on the work load of the Secretary of State's staff.  We've found that normal processing of new Delaware Certificate of Incorporation takes the state around 10 business days.  Add 2-3 days for the time period for shipping the final documents by mail.  Choosing our Express Mail option can shave a couple of days off the total processing time for your Delaware LLC.

We are dependent on, and have no control over, the staff and systems of the Delaware Secretary of State.

In our experience 10 business days is the time it usually takes the Delaware Secretary of State to process a new Delaware Corporation application. We get your Delaware Corporation application to the DE Secretary of State ASAP. Once it is at the state we have no control over the new Delaware Corporation application process.

The Delaware Secretary of State offers four expedited processing options for your new Delaware Corporation application:

• $1,000 - One hour service
• $500 - Two hour service
• $100-$200 - Same day service
• $50-$100 - Next day service

The state of Delaware charges $159.00 to Incorporate in DE.  This is the cost of filing and getting a Certified Copy of your Articles of Incorporation from the DE Secretary of State.  If you choose All Business Documents to help you Incorporate in Delaware our processing fees are $125.00.  We start processing your new Delaware Corporation order as soon as we get it.

Total cost includes:

• DE Name Check and Reservation
• Prepare Articles of Incorporation
• File Articles of Incorporation with the Delaware Secretary of State
• Certified Copies of Articles
• Delaware Corporation Checklist
• Priority Mail Delivery
• Unlimited Customer Support

Generally, if you are required to obtain some kind of license before you can market your skills in the state of Delaware then you will most likely need to form a Delaware Professional Corporation.

Attorneys, architects, engineers, public accountants, nurses and physicians, among others, may require registration as a Professional Corporation with the Delaware Secretary of State.

Depending on exactly what it is that you want to do in Delaware, approval from a specific Delaware state agency or board may be required before the DE Secretary of State will approve a new Delaware Professional Corporation filing.  This could add to the total processing time for a new Delaware Corporation.

You want to do business in the state of Delaware but are registered as a Domestic Corporation in another state.  In order to legally conduct business in the state of Delaware you must register with the Delaware Secretary of State as a Delaware Foreign Corporation.  The process of registering as a Foreign Corporation in the state of Delaware is called Delaware Corporation Foreign Qualification. 

The process of Delaware Corporation Foreign Qualification is similar to the process of forming a Domestic Corporation in the state of Delaware.  Your original formation documents (usually called Articles of Incorporation) and Corporate Bylaws apply to your Delaware Foreign Corporation.  The Board of Directors and Officers of your Domestic Corporation have the same roles in the Delaware Foreign Corporation.