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Accounting and state tax in Delaware

Delaware’s corporate income tax is 8.7% of apportioned federal taxable income, with separate-company returns and a single gross receipts factor. A Delaware corporation whose only Delaware activity is its registered office doesn’t file it, but still owes the franchise tax.

Jurisdiction
Delaware
Reading time
2 min
Checked
October 13, 2026
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Key figures

Delaware accounting

2026, with sources

Corporate income tax rate
8.7%On federal taxable income, as modified, allocated and apportioned to Delaware.
Apportionment
Gross receipts onlySingle gross receipts factor since January 1, 2020.
Consolidated or combined returns
Not permittedEach corporation files as if it had filed a separate federal return.
Statutory-office-only Delaware corporations
No income tax returnExempt from the income tax return under 30 Del. C. § 1902(b)(6); franchise tax still due.
Bonus depreciation
Decoupled from 100%Delaware applies the TCJA phase-down: 40% for 2025, 20% for 2026, 0% from 2027; the decoupling sunsets after 2030.
Domestic R&E expensing
Follows federal from 2025Conforms for 2025 on; decoupled from the 2022–2024 catch-up.
NOL carryforward
Follows the federal NOLLimited to the amount recognized for federal purposes.

Two different Delaware taxes

Most startups meet Delaware as the state of incorporation, and the tax that follows from that is the Delaware franchise tax, owed to the Division of Corporations whether or not the company does anything in the state. The corporate income tax is a different tax, run by the Division of Revenue, and it applies only to corporations doing business in Delaware.

A corporation whose activity in Delaware is limited to maintaining its statutory office is exempt from filing the income tax return under 30 Del. C. § 1902(b)(6). Once the company has an office, an employee or revenue-producing activity in Delaware, it files Form CIT-TAX and pays 8.7% on its Delaware share of federal taxable income.

Separate returns, gross receipts apportionment

Delaware does not allow consolidated or combined returns. Each corporation in a group computes its income as if it had filed a separate federal return, so a parent and its operating subsidiary each have their own Delaware position.

Since January 1, 2020, apportionment uses only a gross receipts factor. The instructions place receipts from services in the Delaware numerator when the services are rendered in Delaware, so for a services or software business the question is where the work is performed, not where the customer sits.

Where the provision differs from federal

The return starts from federal taxable income. Delaware decoupled from the 2025 federal law’s 100% bonus depreciation and its special allowance for qualified production property, and from the retroactive deduction of 2022–2024 capitalized research costs. Those differences are reported on Schedule DCP and are the usual Delaware book-tax differences for a company that buys equipment.

For the tax provision, a Delaware C-corp with no Delaware operations usually has no Delaware income tax line at all; the franchise tax is not an income tax and is booked as an operating expense. A company with Delaware operations books current Delaware income tax and tracks the depreciation difference as a deferred item.

Common questions

We’re a Delaware C-corp with no one in Delaware. Do we file a Delaware income tax return?

Usually not. A Delaware corporation whose only activity in the state is maintaining its registered (statutory) office is exempt from filing the Delaware corporate income tax return under 30 Del. C. § 1902(b)(6). It still owes the annual franchise tax and annual report to the Division of Corporations, which is a separate tax on being incorporated, not on income.

Does Delaware follow the 2025 federal bonus depreciation and Section 174 changes?

Delaware decoupled from it. Under HB 255, explained in the Division of Revenue’s TIM 2025-2, Delaware keeps the old TCJA bonus schedule (20% for 2026, 0% from 2027) instead of the federal 100%, and adds the difference back on Schedule DCP. For research costs, Delaware follows federal expensing from 2025 but not the retroactive deduction of 2022–2024 capitalized amounts.

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Sources

Checked against each agency’s own page on . Rates and thresholds change, usually on January 1.

General information for US companies, not tax, legal or accounting advice for yours. Rules and thresholds change; confirm the specifics with a CPA or the agency before you act on them.

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