Important update to Delaware annual report requirements: what you need to know
Starting December 6, 2025, the Delaware Division of Corporations is introducing a new requirement for annual reports: all domestic Delaware corporations must now disclose the “nature of business”. The move aims to increase transparency around business activity and help ensure that corporations remain compliant with state regulations.
Why is Delaware making this change?
Delaware is a leading state for incorporations and is continually updating its compliance standards to reflect best practices in transparency and governance. By requiring corporations to specify their nature of business, Delaware can maintain accurate records and better monitor business activities within the state. This change also aligns with broader trends in corporate accountability and regulatory oversight.
Who is affected?
At present, this requirement applies only to domestic Delaware corporations. Foreign corporations are presently exempt. However, it’s wise for foreign corporations to monitor updates, as compliance rules can evolve.
What does “nature of business” mean?
When filing your annual report online, you’ll now select a code that best describes your company’s primary business activity. Delaware will provide a dropdown menu within the online filing system, displaying codes and descriptions as depicted below:
| Code | Description |
|---|---|
| 10 | Aerospace and Defense |
| 11 | Agriculture |
| 12 | Food Industry |
| 13 | Healthcare |
| 14 | Holding Company |
| 15 | Insurance |
| 16 | Investment/Finance |
| 17 | Machinery |
| 18 | Manufacturing |
| 19 | Media |
| 20 | Petroleum Industry |
| 21 | Pharmaceutical Industry |
| 22 | Real Estate |
| 23 | Research and Development |
| 24 | Retail |
| 25 | SPAC |
| 26 | Technology/Software |
| 27 | Telecommunications |
| 99 | Other |
If your business doesn’t fit neatly into one code, choose the code that best reflects your main business focus. Otherwise, you can select code “99 (Other)” and describe the nature of your business in the text box provided.
What other information is required in Delaware annual reports?
Annual reports in Delaware require important information about the business and its owners such as:
The legal entity name
Principal business address
Director names and addresses
Name and address of one officer
Total number of authorized shares
Class and par value of shares
Breakdown of franchise tax and fees due
Added to that list will now be the nature of business. By providing this information each year, Delaware can ensure it has up-to-date records on all domestic corporations within the state.
When are annual report filings due in Delaware?
Domestic corporation annual reports and franchise tax (for the previous year) are due by March 1 each year via the Delaware Division of Corporations online system. Late filings result in a $200 penalty and 1.5% interest per month on tax and penalty.
Prepare for your upcoming annual report filing with Computershare
With these new annual report filing requirements and ongoing regulatory changes like the Section 220 amendments, staying compliant in Delaware is more important than ever. Proactive preparation can save your business from costly penalties and ensure you remain in good standing.
Computershare Entity Solutions is here to support your company’s complex compliance needs. Contact our expert team today and find out how we can help you with all your entity compliance obligations, and ensure your business remains in good standing.
Disclaimer: Information provided on this page is not legal or financial advice. Consult an attorney and/or financial professional for legal or financial matters.