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

As your SaaS LLC gains traction, converting to a C-Corp in Delaware might become necessary, especially when seeking venture capital. Delaware is the gold standard for startups, offering a business-friendly environment, established case law, and no sales tax. This guide outlines the steps, tax implications, and key considerations for a smooth transition in 2026. Let Lovie's AI-powered platform streamline the complex conversion process.

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 the LLC's operating agreement.
  2. Name Availability Check: Ensure your desired C-Corp name is available in Delaware. You can check availability on the Delaware Division of Corporations website.
  3. Draft Certificate of Incorporation: Prepare the Certificate of Incorporation for your new C-Corp, outlining details like the company name, registered agent, authorized shares, and purpose.
  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: Officially dissolve your LLC by filing a Certificate of Cancellation with the Delaware Division of Corporations.
  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 opening a bank account.
  7. Transfer Assets and Contracts: Transfer all assets, liabilities, and contracts from the LLC to the newly formed C-Corp. Update bank accounts, insurance policies, and other relevant documents.

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