The Delaware Secretary of State
Did you know that every state in the union has its own Department of State? In Delaware, the Secretary of State is the office responsible for overseeing the Delaware Division of Corporations. Delaware is a small state, but the business of Delaware formations is big. The Secretary of State has the important job of overseeing the department that manages all things related to Delaware’s claim to fame—Delaware incorporation and LLC formation.
Who is the Delaware Secretary of State?
The Delaware Secretary of State is a senior state government official who is responsible for overseeing various administrative and regulatory functions within the state. The Delaware Secretary of State's responsibilities include managing business registrations, maintaining state records, and handling corporate filings. Because Delaware is a leading state for business incorporation, the Secretary of State has a significant impact on companies operating across the United States and around the world.
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What does the Delaware Secretary of State do?
The Delaware Secretary of State, who leads the Delaware Department of State, is appointed by the state’s Governor and is typically one of the Governor’s top advisors. A new Secretary of State is typically appointed when a new Governor takes office, but changes can occur at any time. The office of the Secretary of State and the department he or she leads is located in Delaware’s capital, Dover.
To quote the state of Delaware’s website, “the Secretary of State oversees an extremely diverse department with responsibilities in virtually every aspect of state government: economic development, finance, transportation, housing, education, culture and quality-of-life issues.”
The Department of State’s Mission is to:
- Promote Delaware’s economy and generate state revenue;
- Manage and facilitate citizen access to governmental, educational and recreational information;
- Preserve and promote Delaware history, art and culture;
- Assist and provide direct services to Delaware veterans and their families;
- Promote equal opportunity and protection for all persons;
- Provide regulatory, licensing, investigative and consumer services to protect the public’s health, safety, and economic welfare
- Administer the State’s public and merit employment relations laws and government ethics laws.
[Source:https://sos.delaware.gov/department-state-responsibilities/]
In addition to the responsibilities described above, the Delaware SOS also oversees a number of other services and agencies, such as Public Archives, Historical & Cultural Affairs, and Veterans Affairs. One way in which the Delaware Secretary of State differs from the role in other states is that it does not oversee elections in the state. This responsibility is assigned to the Delaware Department of Elections, a separate entity under the state government.
Here is a partial list of divisions under the Secretary of State:
- Archives
- Arts
- Banking
- Corporations
- Heritage Commission
- Historical & Cultural Affairs
- Human Relations Commission
- Libraries
- Merit Employee Relations Board
- Notaries
- Pardons
- Professional Regulation
- Public Advocate
- Public Employment Relations Board
- Public Service Commission
- Small Business
- Veterans Affairs
Private & Public Information
Delaware is known for providing privacy to companies formed in the state. However, there is an important difference between Corporations and LLCs in terms of what the Delaware SOS keeps on public record.
Delaware corporations must file an annual report that includes certain company information, such as the names and addresses of directors and an officer. Shareholder names are not generally included in the public formation document or annual report. Delaware LLCs, on the other hand, do not file an annual report with the Division of Corporations. Instead, they pay an annual franchise tax, due by June 1. As a result, an LLC generally does not submit a recurring public report identifying its members or managers.
For more information, read Delaware LLC Privacy: What's on Public Record?
How to Search for a Delaware Business
You can search for a Delaware corporation, LLC, or other registered business through the Delaware Division of Corporations’ online entity search. Enter the company’s name or Delaware file number, then select the appropriate business from the search results.
The free search provides basic information, including the entity’s:
- Legal name
- Delaware file number
- Formation or incorporation date
- Entity type
- Registered agent’s name, address, and phone number
Search results include both active and inactive entities, so appearing in the database does not necessarily mean a company is currently in good standing. To confirm its status, review the state’s separate entity-status service or order an official Certificate of Good Standing.
Keep in mind that an entity search is different from a name-availability search. Finding no exact match does not guarantee that a name is available for registration.
Delaware Division of Corporations
Because the state of Delaware relies heavily on business formations and related services as a source of revenue, an important aspect of the Delaware SOS role involves oversight and promotion of the state’s business-friendly corporate law structure, tax advantages, and other benefits. To better serve this purpose, the Department of State oversees the Delaware Division of Corporations, which is specifically tasked with facilitating Delaware incorporation and LLC formation, business name reservations, and various other needs of new and existing businesses.
Harvard Business Services, Inc., a Delaware Registered Agent, works directly with the Secretary of State and Division of Corporations to make business filings, annual Franchise Tax payments, and other common transactions extremely efficiently.
Some of the types of transactions we frequently conduct in this way include:
- Forming a new LLC or corporation
- Obtaining a Certificate of Good Standing
- Ordering a certified copy of a company's formation documents
- Canceling an LLC or dissolving a corporation
The DE Division of Corporations operates on much longer hours than its counterparts in other states. Requests are processed until midnight Monday through Thursday and until 10:30 pm on Friday. Availability and cutoff times can change, so customers should consult the Division’s current expedited-services page or work with their registered agent. In addition, private companies offering business formation services, such as Harvard Business Services, Inc., are able to transmit such requests electronically, reducing the turnaround time an individual may experience by attempting to file paperwork directly with the state.
Other Department of State Services
The Delaware Department of State performs many functions beyond processing business filings. For example, the Department of State includes agencies responsible for professional licensing, libraries, archives, arts and cultural programs, historical preservation, small-business assistance, human and civil rights, public utility regulation, government ethics, and veterans’ services.
Because these responsibilities are divided among several agencies, individuals should contact the specific division that handles their question rather than directing every request to the Division of Corporations.
Current Delaware Secretary of State
While the officeholder can change over time, up-to-date information about the current Office of the Secretary of State is always publicly available. This page on the Department of State website provides details on the incumbent, including their background, initiatives, and contact information. Checking this official source ensures that you have accurate and current information, whether you are a business owner, voter, or resident seeking to interact with the office.
Delaware Secretary of State FAQs
Who appoints the Delaware Secretary of State?
The Governor of Delaware appoints the Secretary of State, subject to confirmation by a majority of the Delaware State Senate. As a member of the Governor’s cabinet, the Secretary generally serves at the Governor’s pleasure during the appointing Governor’s term.
How do I form a corporation or LLC in Delaware?
To form a company in Delaware, you must file formation documents with the Delaware Secretary of State’s Division of Corporations. You must also appoint a registered agent with a Delaware address. At Harvard Business Services, Inc., our team can also help streamline the business formation process. You can form an LLC or Corporation directly through our website, and we’ll work with the Delaware Secretary of State on your behalf.
Are Delaware’s corporate filings confidential?
Information such as the company name, registered agent, formation date, and status can typically be searched online. However, Delaware does not require corporations or LLCs to publicly list owners or members in formation documents, which offers a level of privacy. Delaware’s corporate filings are handled by the Delaware Division of Corporations and are part of the public record maintained by the Secretary of State.
How can I contact the Delaware Division of Corporations?
On the Delaware Department of State website, you’ll find contact information for each department, including the Division of Corporations. The Division also offers online services for filing documents, ordering certificates, and paying franchise taxes. For faster service, you may be able to contact your Delaware registered agent for most questions and requests, so that’s usually the best place to start.
Is the Delaware Secretary of State the same as the Division of Corporations?
No. The Delaware Secretary of State leads the Department of State, which oversees several divisions and agencies. The Division of Corporations is one division within that department. It handles Delaware business formations, amendments, annual reports, franchise tax records, certificates, and other corporate filings.
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Not sure what’s right for your company? Speak directly with our specialists and get clarity before you make your next move.
Talk to an expert*Disclaimer*: Harvard Business Services, Inc. is neither a law firm nor an accounting firm and, even in cases where the author is an attorney, or a tax professional, nothing in this article constitutes legal or tax advice. This article provides general commentary on, and analysis of, the subject addressed. We strongly advise that you consult an attorney or tax professional to receive legal or tax guidance tailored to your specific circumstances. Any action taken or not taken based on this article is at your own risk. If an article cites or provides a link to third-party sources or websites, Harvard Business Services, Inc. is not responsible for and makes no representations regarding such source’s content or accuracy. Opinions expressed in this article do not necessarily reflect those of Harvard Business Services, Inc.
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There are 3 comments left for The Delaware Secretary of State
Laurie Ann Duncan said: Tuesday, August 31, 2021I wanted to make sure that my DE Franchise fee for Anchor Atlantic LLC has been paid and up to date. If not. I need to know what needs to be done. Thank you. Laurie Duncan
HBS Staff replied: Tuesday, August 31, 2021Hi Laurie,
Our filings team will be happy to assist you! Please contact them to review your account. You can reach them at 302-645-7400 option 2, or you can call toll free 1-800-345-2677.
Richard Connolly said: Friday, April 3, 2020I would like to obtain a list of officially registered agents to act on my behalf setting up a UK registered Limited Company .
HBS Staff replied: Monday, April 6, 2020If you're looking for information on Registered Agents here in Delaware, we encourage you to review this page: https://www.delawareinc.com/compare-registered-agent-fees/. For Registered Agents in the UK, we unfortunately cannot assist.
jim-bob golden said: Saturday, May 4, 2019I'm interested in name and contact info for the ?Assistant to the Secretary of State
HBS Staff replied: Monday, May 6, 2019A list of Delaware's Secretary of State officials can be found here: https://sos.delaware.gov/department-state-responsibilities/. You can also find contact information for the secretary's office on that site.