Compare the Authorized Shares Method against the Assumed Par Value Capital Method, and see why two blank fields turn a $400 bill into $85,165
Delaware's annual report defaults to the Authorized Shares Method whenever Issued Shares and Gross Assets are left empty. On 10,000,000 authorized shares that default produces a bill of $85,165. Completing the same two fields moves the report to the Assumed Par Value Capital Method, and on the illustrative figures below the tax comes to $2,000. This runs 92 seconds and shows exactly where those fields sit on the real form.
Figures shown are illustrative and use a generic example company. This is general information, not tax or legal advice. Confirm your own share counts, gross assets, and dates with your CPA or registered agent. Source: 8 Del. C. § 503, Delaware Division of Corporations.
A report filed on the Authorized Shares Method can be amended, and the overpayment is often recoverable. I handle this same correction every year, because the form defaults to the expensive method and gives no warning that it has done so. Send me your annual report, cap table, and year-end total assets, and I will tell you which method your filing used, what the corrected figure should be, and whether an amendment is worth filing.
Sergei Tokmakov, Esq. · California Bar #279869 · Informational content, not legal advice.