Rethinking Delaware Incorporation

Everyone says "incorporate in Delaware," but is it right for your startup? Most bootstrapped founders save thousands by starting locally first.

The Full Picture

The Real Cost of Delaware Incorporation

Delaware incorporation services only show you the upfront cost. But if you're doing business in another state, you'll face ongoing expenses they don't mention.

Delaware + Home State Costs (3 Years)

Formation (Delaware)$498
Delaware Registered Agent (3 years)$900
Home State Foreign Registration$200
Home State Registered Agent (3 years)$600
Annual Filings (3 years)$525
Total 3-Year Cost:$3,123

Home State Only Costs (3 Years)

Formation (Home State)$850
Registered Agent (3 years)$450
Annual Filings (3 years)$300
Foreign Registration$0
Double Compliance$0
Total 3-Year Cost:$1,600

You Save $1,523 Over 3 Years

That's real money you can invest back into growing your business

Be Strategic

When Delaware Actually Makes Sense

Delaware isn't wrong for everyone. But it's wrong for most early-stage, bootstrapped startups.

✅ Delaware Makes Sense If You're:

Definitely Raising $1M+ in VC

VCs often require Delaware for their standardized investment docs and processes.

Planning an IPO Within 5 Years

Public companies benefit from Delaware's specialized Court of Chancery.

Building a High-Growth SaaS

If you're targeting rapid scale and institutional funding rounds.

Cost Isn't a Major Factor

You can easily absorb the extra $1,000-2,000 annually in costs.

⚠️ Home State Might Be Better If You're:

Bootstrapping or Self-Funding

Every dollar saved is a dollar you can reinvest in growth.

Starting with an LLC

LLCs offer more flexibility for early-stage businesses and tax planning.

Building a Local/Regional Business

Service businesses, restaurants, retail—Delaware offers no advantages.

Uncertain About Funding Path

You can always reincorporate later when your path becomes clearer.

Real Examples

Companies That Started Outside Delaware

Many successful companies started in their home states and reincorporated later when it made business sense.

U

Uber

Started in California, reincorporated in Delaware before IPO

P

Palantir

Started in California, reincorporated in Delaware for public markets

T

Tesla

Started in California, reincorporated in Delaware as it scaled

The pattern is clear: Start where it makes sense financially, reincorporate when it makes sense strategically.

"But What If I Need to Switch to Delaware Later?"

Reincorporation is a standard business process. Law firms handle it regularly, and it's often paid for by investors as part of funding rounds.

1

Common Process

Thousands of companies reincorporate every year

2

Investor-Funded

Usually paid for by incoming investors

3

Right Timing

Done when it actually provides value

Smart Incorporation

Start Right, Scale Smart

We help you make the right choice for your situation—LLC or corporation, home state or Delaware.

Essential Formation Package

The bare minimum legal foundation your startup needs to get started properly.

$750

  • Entity formation documents
  • Operating agreement/bylaws
  • EIN application guidance
  • Initial corporate minutes
  • Brief consultation and review
  • Filing fees separate
Select Essential Formation

Bootstrapper's Growth Kit

A comprehensive legal foundation that covers your business as it starts to operate and grow.

$1200

  • Everything in Essential Formation
  • Founder equity assignment
  • IP assignment agreements
  • Privacy policy & terms
  • Customer contract template
  • Brief consultation and review
Select Bootstrapper's Kit

FAQ

Common Delaware Questions

Will I look less legitimate if I don't incorporate in Delaware?

Not at all. Customers and early investors don't care about your state of incorporation. Only later-stage VCs have Delaware preferences, and even then, many are flexible for the right deal.

What if my state has high filing fees?

Even in high-cost states, you're often still ahead when you factor in Delaware's double compliance costs. We'll help you calculate the real numbers for your specific situation.

How long does reincorporation take?

Typically 2-4 weeks with the right legal team. It's often done as part of fundraising processes, so the timing works out naturally.

What about tax implications of reincorporation?

When done correctly, reincorporation can be structured as a tax-free reorganization. Your legal team will handle this as part of the process.

Make the Smart Choice for Your Startup

Don't pay Delaware costs for Delaware benefits you don't need yet. Start smart, save money, and keep your options open.