How to Convert Your Fashion LLC to C-Corp in Delaware (2026)

As your Delaware fashion LLC grows, converting to a C-Corp might become necessary to attract investors, offer stock options, and optimize for certain tax benefits. This guide outlines the process of converting your fashion LLC to a C-Corp in Delaware for 2026, including key considerations and steps.

When to Convert

Conversion Steps

  1. Assess Conversion Readiness: Evaluate your fashion LLC's financial status, growth trajectory, and long-term goals. Determine if the benefits of a C-Corp outweigh the costs and complexities for your clothing line or retail store.
  2. Adopt a Plan of Conversion: Create a formal plan outlining the conversion process, including the exchange of LLC membership interests for C-Corp stock. This plan must be approved by the LLC members.
  3. File Certificate of Conversion: File a Certificate of Conversion with the Delaware Secretary of State, as required by Delaware law. This officially changes your entity type. As of 2026, expect the filing fee to be around $89, but confirm with the Delaware Division of Corporations.
  4. File Certificate of Incorporation: In addition to the Certificate of Conversion, you'll need to file a Certificate of Incorporation to officially create the C-Corp. This outlines the corporation's structure, authorized shares, and initial directors.
  5. Obtain an EIN: Apply for a new Employer Identification Number (EIN) from the IRS for your C-Corp. The LLC's EIN will no longer be valid.
  6. Transfer Assets and Liabilities: Transfer all assets and liabilities from the LLC to the newly formed C-Corp. This includes bank accounts, inventory, contracts, and any outstanding debts related to your fashion business.
  7. Update Licenses and Permits: Update all business licenses and permits to reflect the new C-Corp entity name and EIN. This includes licenses related to textile manufacturing, retail sales, or e-commerce operations.

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