Change Delaware LLC name

Last updated on December 19, 2022

You can change the name of a Delaware LLC by filing a certificate of amendment with the secretary of state. Read the step-by-step instructions below:

Official Delaware form to change LLC name

Fill up the LLC amendment form and mail it to the Delaware secretary of state to change an LLC's name.

Amendment form
Tool screenshot

What is an LLC?

Limited Liability Company

LLC is a business entity in the U.S that provides limited liability to its members. It has characteristics from both corporation and sole proprietorship. LLCs are permitted under State statutes of each US state.

Limited liability

Personal assets are protected for people with limited liability when they are sued.

Corporation

A business entity that can issue shares and give limited liability to shareholders.

Members

Owners of an LLC are referred to as members. They own membership interest in the LLC.

Sole proprietorship

Where an individual engages in business activity without formal organization.

Types of LLC

Depends on the number of members and whether it has elected to change its IRS classification.

Single-member LLC

Has only a single member. IRS considers it as a sole proprietorship for tax purposes.

LLC as C-corp

Owners of an LLC are referred to as members. They own membership interest in the LLC.

Multi-member LLC

Has two members. IRS considers it as a partnership for tax purposes.

LLC as S-corp

A special election for a maximum of 100 US shareholders.

Actions

Step-by-step instructions

How to change an LLC name in Delaware?

Check the steps below:

1. Choose a new name

Before you proceed with changing your existing LLC name, make sure to find a new LLC name that suits your business.

Ensure the name follows the state's LLC naming guidelines. See them in detail below.

Search for possible names through the state's business entity search tool. Make sure the name you pick is available.

2. Reserve the new name (optional)

Optionally, you can reserve a name with the state. You can do so by paying reservation fees to Delaware secretary of state.

Reservation fee

$75

Reservation period

120 days

3. File certificate of amendment

You may fill and file a certificate of amendment for the LLC with the secretary of state via mail to update the state of the new name.

Filing fees

$200

Address

Delaware Division of Corporations

401 Federal Street – Suite 4

Dover, DE 19901

4. Update your operating agreement

Make note of the name change in your operating agreement and update accordingly.

5. Update state and federal government records

Check all the government records, including tax registrations, employer records, etc and update your new name.

6. Inform your business contacts

Make sure you update your bank, vendors, customers and other related parties with your LLC's new name

Entity name

Every LLC should have a unique name in Delaware. Delaware maintains a list of names of entities in the state. Go through it to check if your chosen name is available.

Search for names

Go to the official website of the Delaware business entity search tool to see if the name you want is available.

Searching fee

Free

Reservation

You can reserve a name for your LLC for a specific duration by paying reservation fees to the Delaware division of corporations. You will have to file your LLC formation documents within this period to keep the name. Alternatively, you can directly go ahead with the LLC formation without any reservation. That's fine too.

Reservation fee

$75

Reservation period

120 days

LLC naming guidelines

The name you choose for your LLC must the official naming guidelines.

Here are some of the guidelines in simple language:

  • 1

    Shall contain the words "Limited Liability Company" or the abbreviation "L.L.C." or the designation "LLC".

  • 2

    Don’t include terms that indicate that you are doing an activity that you are not authorised to do.

  • 3

    Your name should be ‘distinguishable’ in the Secretary of State records. Adding a punctuation or ‘the’ does not make it distinguishable.

  • 4

    Don’t use words that makes it seems like you are a governmental entity or has an affiliation.

LLC Annual report

Only LLCs elected as a corporation have to file this report in Delaware to stay compliant with the state laws.

Filing annual report

Delaware LLC elected as a corporation(under IRS) is expected to file this report annually by March 1st.

  • File it online on Delaware Dept. of State website

    Visit

Online fee

$50

When not to file?

Single-member LLCs and multi-member LLCs that are not elected as a corporation do not have to file an annual report, but they have to pay a fixed franchise tax. It is also known as alternative entity tax.

Failure to pay

Delaware charges a penalty of $200 plus 1.5% interest per month if you miss the March 1 filing deadline for filing annual report and paying franchise taxes (as an LLC elected as a corporation).

Frequently asked questions

Related steps in Delaware

LLC in Delaware is a powerful entity for entrepreneurs. After the formation, you may have to add a member, remove a member or change registered agents. Read how to do these actions.

Delaware LLC

Delaware LLC add member

Delaware LLC remove member

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