How to Convert Your AI & Machine Learning LLC to C-Corp in Delaware (2026)

For AI and machine learning startups initially formed as LLCs, converting to a Delaware C-Corp often becomes necessary to attract venture capital, optimize for R&D tax credits, and simplify equity structures. This guide provides a roadmap for AI/ML companies in Delaware to convert their LLC to a C-Corp in 2026, ensuring compliance and strategic advantage. Lovie's AI-powered platform can streamline this entire conversion process, from document generation to compliance management, saving you time and potential errors.

When to Convert

Conversion Steps

  1. LLC Member Approval: Obtain unanimous consent (or as defined in your LLC operating agreement) from all LLC members to convert to a C-Corp. Document this decision in a formal resolution.
  2. Name Availability Check: Verify that your desired C-Corp name is available in Delaware by searching the Delaware Division of Corporations database.
  3. Draft Certificate of Incorporation: Prepare the Certificate of Incorporation for your Delaware C-Corp, outlining the corporation's name, purpose, registered agent, authorized shares, and incorporator details. Lovie can automate this based on your AI/ML business needs.
  4. File Certificate of Incorporation: File the Certificate of Incorporation with the Delaware Division of Corporations. The standard filing fee is $89, but expedited options are available for faster processing.
  5. Dissolve the LLC: File a Certificate of Cancellation with the Delaware Division of Corporations to formally dissolve the LLC. This prevents ongoing franchise tax obligations for the LLC.
  6. Obtain an EIN: Apply for a new Employer Identification Number (EIN) from the IRS for your C-Corp. This is required for tax purposes and to open a corporate bank account. Lovie can handle this automatically.
  7. Transfer Assets and Contracts: Transfer all assets, contracts, and liabilities from the LLC to the newly formed C-Corp. Ensure proper assignment and documentation to maintain legal continuity.

Start your formation with Lovie — $20/month, everything included.