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September 1, 2026

delaware
Incorporating in Delaware does not entitle you to employ people in the other 49 states. Hiring in a new state creates two separate obligations: payroll tax registration, which is mandatory and immediate, and foreign qualification with that state's Secretary of State, which depends on what your employee actually does. Getting the second one wrong can cost you the right to sue in that state.
franchise tax
Delaware calculates franchise tax two ways. It bills you using whichever one it can work out without your financials, which is the Authorized Shares Method. For a company with 10 million authorized shares, that produces a bill of $85,165. Recalculating under the Assumed Par Value Capital Method usually brings it down to a few hundred or a few thousand dollars. The bill is a default, not a demand.

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