How to Convert Your Crypto & Digital Assets LLC to C-Corp in Delaware (2026)

Converting your Crypto & Digital Assets LLC to a C-Corp in Delaware can unlock significant advantages as your business scales. Delaware's well-established corporate law, particularly its Court of Chancery, provides a stable and predictable legal environment attractive to investors. This guide outlines the key considerations and steps for a successful conversion in 2026. Let Lovie help simplify this complex process with AI-powered guidance and automation.

When to Convert

Conversion Steps

  1. Assess Your Current LLC Structure: Review your LLC operating agreement, member contributions, and capital structure to understand the existing ownership and obligations. Ensure all members are aligned on the conversion strategy.
  2. Draft a Plan of Conversion: Create a detailed plan outlining the conversion process, including the exchange of LLC membership interests for C-Corp stock, valuation of assets, and allocation of shares. This plan must comply with Delaware law.
  3. File a Certificate of Conversion: File the Certificate of Conversion with the Delaware Secretary of State, officially changing the entity type. The filing fee is $89 as of 2024, but is subject to change by 2026. Expedited filing options are available for faster processing.
  4. Adopt C-Corp Bylaws: Create a new set of bylaws governing the C-Corp's operations, management, and shareholder rights. These bylaws should be consistent with Delaware corporate law and reflect the company's specific needs.
  5. Issue Stock Certificates: Issue stock certificates to the former LLC members, reflecting their ownership in the C-Corp. Ensure compliance with all applicable securities laws and regulations.
  6. Obtain a New EIN (if necessary): In some cases, the IRS may require you to obtain a new Employer Identification Number (EIN) for the C-Corp. Verify this requirement with the IRS or a tax professional.
  7. Update Licenses and Agreements: Review and update all existing licenses, permits, contracts, and bank accounts to reflect the C-Corp's name and entity type. This is particularly important for crypto businesses subject to money transmitter licensing requirements.

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