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

As an international founder, you likely started with an LLC for its simplicity. However, as your Delaware-based business grows and seeks venture capital, converting to a C-Corp becomes essential. This guide outlines the process for converting your international founder LLC to a C-Corp in Delaware in 2026, covering key steps, tax implications, and potential pitfalls. Let Lovie's AI-powered platform streamline the complexities of this transition.

When to Convert

Conversion Steps

  1. LLC Member Approval: Obtain unanimous consent from all LLC members to convert to a C-Corp. Document this decision in a formal resolution.
  2. Choose a C-Corp Name: Select a unique name for your C-Corp that complies with Delaware naming requirements. Check name availability with the Delaware Division of Corporations. The name must include 'Corporation,' 'Inc.,' or similar.
  3. File Certificate of Incorporation: File a Certificate of Incorporation with the Delaware Division of Corporations. This document outlines the C-Corp's name, registered agent, authorized shares, and purpose. Lovie can automate this filing.
  4. Obtain an EIN: Apply for a new Employer Identification Number (EIN) from the IRS for your C-Corp. This is required even if your LLC already had one. Lovie can handle the EIN application process.
  5. Adopt Bylaws: Create and adopt corporate bylaws that govern the C-Corp's internal operations, including shareholder meetings, director responsibilities, and officer roles. Lovie provides customizable bylaw templates.
  6. Issue Stock: Issue shares of stock to the former LLC members in exchange for their ownership interests in the LLC. Document the stock issuance in a stock ledger.
  7. Transfer Assets & Liabilities: Transfer all assets and liabilities from the LLC to the C-Corp. This may involve updating bank accounts, contracts, and other legal documents. Ensure compliance with Delaware law regarding asset transfers.

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