Rho is the only free way to incorporate a Delaware C-corp in 2026: attorney-reviewed documents, EIN filed for you, registered agent included year one, and a bank account that opens the same day, pre-EIN. ($400 fee, credited back with a $10,000 new-money deposit into Rho checking and a daily average balance kept $10,000 above the starting balance for the 60 days after incorporation.)
Verified provider pricing (Aug 3, 2026): Stripe Atlas $500, Clerky $427–$819, startup attorneys $1,500–$5,000+.
Delaware raised many filing fees effective August 1, 2026 (HB 400), check corp.delaware.gov before filing; franchise tax (often $400–$500/yr assumed-par) recurs annually on every path.
Raise-bound founders need a Delaware C-corp; certain-to-bootstrap founders can use an LLC — but converting later resets the QSBS clock.
The two deadlines that hurt most: the 83(b) election (30 days from stock issuance, immovable) and getting founder PIIAs signed before more work happens.
Incorporating a startup in 2026 comes down to four decisions: what entity to form (for venture-scale companies, a Delaware C-corporation), who prepares the documents (a template service, a law firm, or an attorney-reviewed platform), what it costs (Delaware raised many of its filing fees effective August 1, 2026 — budget a few hundred dollars in state fees for a standard setup, plus provider fees from $0 to $5,000), and what happens after: the EIN, the bank account, and the compliance calendar. This guide covers all four, with every cost dated and sourced.
Prefer a scannable version? Use our startup incorporation checklist to track every step from entity choice through post-incorporation setup.
One thing most 2026 guides get wrong: they'll tell you there is no free way to incorporate. There is one* — Rho incorporates Delaware C-corps at no cost, with every document reviewed and approved by a licensed attorney and filed on your behalf, and you can open your business bank account the same day, before your EIN arrives.
$400 fee, credited back once you deposit $10,000 of new money into your Rho checking account and keep your daily average balance $10,000 above where it started for the 60 days after you incorporate. Requires at least one US-based owner or officer and a physical US operating address. Delaware C-corps only. Facts as of August 3, 2026.
The best way to incorporate a startup
The best way to incorporate a startup depends on why you're incorporating: for venture-track founders, that's a Delaware C-corp through a provider like Rho that also opens your bank account and hands you attorney-reviewed documents in the same motion. Here's how that breaks down by situation:
Raising venture money. Form a Delaware C-corp through a provider like Rho that hands you attorney-reviewed documents and a working bank account in the same motion, not a filing receipt you take somewhere else to open an account.
Bootstrapped, staying that way. An LLC is simpler to run and skips the double taxation a C-corp carries. Rho incorporates Delaware C-corps only today (LLC support is coming), so this path runs through a formation service or attorney built for LLCs.
Genuinely non-standard situation. Co-founder disputes, IP tangled up with a prior employer, an unusual equity structure. Bring in a startup attorney, typically $1,500 to $5,000+, regardless of which entity you choose.
Not sure yet whether you'll raise institutional money? Default to the Delaware C-corp. Converting an LLC to a C-corp later resets the QSBS clock, so the venture-track structure is the safer starting point when you're undecided.
On the venture-track path, Rho incorporates Delaware C-corps at no net cost. The $400 formation fee is credited back once you deposit $10,000 of new money into your Rho checking account and keep your daily average balance $10,000 above where it started for the 60 days after you incorporate.
Every formation document is reviewed and approved by a licensed attorney. Your EIN application (SS-4) is filed for you, and banking, invoicing, cards, and bill pay are all live the moment your account is approved. See the full incorporation offer at rho.co/product/incorporation.
Filing itself takes about 24 hours, with about 80% of filings completing inside that window.
Stripe Atlas ($500) and Clerky ($427 to $819, verified August 3, 2026) are the two most-cited alternatives for this exact path. Stripe Atlas's documents are developed with a major law firm; Clerky's are attorney-grade templates built by former startup attorneys. The tradeoff with either one: banking is a separate step you set up afterward, while Rho's zero net cost comes with a working bank account from day one.
For the full head-to-head on those two plus LegalZoom, see our Stripe Atlas vs. Clerky vs. LegalZoom comparison. This section is the verdict; that page is the detailed matrix.
What incorporation actually costs in 2026
For a full cost reference across states, services, and recurring fees, see how much it costs to incorporate.
Delaware updated a wide range of Division of Corporations fees effective August 1, 2026 (House Bill 400) — most notably expedited-service fees, where 24-hour processing can now run up to $300 and same-day up to $500. Check corp.delaware.gov for the current schedule before you file; most formation providers pass these fees through.
For a standard venture-style Delaware C-corp (10,000,000 authorized shares), plan for three layers of cost:
Cost layer | What it is | Typical range (2026) |
Delaware state fees | Certificate of Incorporation filing + county fee; expedited service extra (raised Aug 1, 2026) | A few hundred dollars; see corp.delaware.gov |
Ongoing Delaware costs | Annual franchise tax (assumed-par method for standard startup setups) + annual report fee | Often $400–$500/yr + $50 report |
Provider fees | Who prepares and files your documents | $0* to $5,000+ (breakdown below) |
And the provider layer, verified August 3, 2026:
Provider | Formation fee | Documents | Bank account |
Rho | Free* | Attorney-reviewed and approved, filed for you — including your SS-4/EIN | Included — same day, pre-EIN |
Stripe Atlas | $500 | Software-generated standard templates | Not included |
Clerky | $427 (incorporation) to $819 (lifetime package) | Software-generated, attorney-grade templates | Not included |
LegalZoom-class services | $0–$300 + fees | Generic templates; startup attorneys routinely flag for cleanup at fundraise | Not included |
Startup attorney | $1,500–$5,000+ | Bespoke | Not included |
$400 fee, credited back once you deposit $10,000 of new money into your Rho checking account and keep your daily average balance $10,000 above where it started for the 60 days after you incorporate.
First decision: C-corp or LLC?
There are five entity structures available to US founders, but for most startups the choice reduces to two.
Choose a Delaware C-corp if you plan to raise venture capital — or think you might. VC funds almost universally cannot invest in LLCs: pass-through taxation creates tax problems for their institutional LPs, LLCs can't issue the preferred stock every term sheet is built on, can't grant ISOs to employees, and don't qualify for QSBS treatment. If an investor hasn't brought this up yet, they will.
An LLC often wins for bootstrapped businesses — simpler setup, fewer compliance requirements, and profits flow straight to members without corporate-level tax. If you're certain you won't raise institutional capital, an LLC (often in your home state) is a legitimate answer, and converting later is possible — though a conversion resets your QSBS holding-period clock, which can cost real money at exit.
Sole proprietorships and general partnerships offer no liability protection and can't take investment cleanly; S-corps can't issue preferred stock, which rules out VC financing entirely. They're fine structures for other kinds of businesses — just not for startups built to scale.
Why Delaware and not your home state
Delaware's dominance isn't sentimental. The Court of Chancery — a specialized business court with judges, not juries — has produced the deepest, most predictable body of corporate case law in the country, which is exactly what your investors' lawyers are pricing in when they require it. Many funds' terms explicitly require or strongly prefer Delaware. Delaware also imposes no state corporate income tax on revenue earned outside Delaware.
You don't have to live or operate there. Delaware is purely the entity's legal home; you'll register as a foreign corporation in the state where you actually operate and pay taxes there.
The recurring cost of that choice: Delaware franchise tax (due March 1 — use the assumed-par method, which typically produces a $400–$500 bill for a standard startup rather than thousands) plus a $50 annual report fee.
When to incorporate
The practical rule: incorporate when the company needs to own something.
That means immediately if any of these apply: you're writing code or building product (IP created before incorporation belongs to the individuals who made it), you're taking any money (a SAFE needs a legal entity to receive it), you're hiring anyone including contractors, you're applying to an accelerator (most require a Delaware C-corp at funding), or you have a co-founder (unincorporated collaboration means ambiguous IP ownership and no vesting).
Earlier is also cheaper at exit: the QSBS holding-period clock starts when your stock is issued. For stock issued after July 4, 2025, founders can exclude up to $15 million (or 10x basis) in capital gains from federal tax, with partial exclusions beginning at year three — every month you wait is a month off that clock.
How to incorporate: your options
Rho (free*). Rho incorporates Delaware C-corps as part of opening your account, at no cost. Every formation document is reviewed and approved by a licensed attorney and filed on your behalf, not generated by a template engine. You can ask questions and request changes during the process. The flow takes about 5 minutes; roughly 80% of filings complete within 24 hours. Your SS-4 (EIN application) is filed after the Delaware certificate, the registered-agent fee is included for your first year, and your Rho business account opens in the same flow — pre-EIN, so you can bank the same day. Start at rho.co/product/incorporation.
$400 fee, credited back once you deposit $10,000 of new money into your Rho checking account and keep your daily average balance $10,000 above where it started for the 60 days after you incorporate. At least one US-based owner or officer and a physical US operating address required.
Stripe Atlas ($500). The most widely used formation service globally, with documents developed with a major law firm. Strong for founders already in the Stripe ecosystem. Documents are standard software-generated templates — well-tested ones — and formation typically completes within a couple of business days. You'll open your bank account separately (Rho supports Atlas founders pre-EIN through a direct integration).
Clerky ($427–$819). Founded by former startup attorneys; produces attorney-grade template documents designed to survive VC due diligence, with strong post-incorporation paperwork (SAFEs, board consents, hiring). The $427 incorporation package includes Delaware's expedited filing fee; the $819 lifetime package adds post-incorporation legal document tooling. Banking is separate here too (Rho's Clerky integration also supports pre-EIN account opening).
A startup attorney ($1,500–$5,000+). Worth it for genuinely non-standard situations: complex co-founder structures, IP entangled with a prior employer, founder disputes, unusual equity arrangements. For a standard formation, you're paying a large premium for the same documents.
DIY / generic legal sites. Cheapest sticker price, most expensive cleanup. Generic-template formations are one of the most common Series A due-diligence problems startup attorneys see.
What happens step by step
Certificate of Incorporation is prepared and filed with the Delaware Division of Corporations — this legally creates the company.
Registered agent is appointed (every Delaware corporation must maintain one; with Rho it's included for year one).
EIN (SS-4) is filed with the IRS after the certificate comes back. US founders with an SSN get an EIN quickly; without a US SSN or TIN it goes by fax and takes roughly two extra weeks.
Governance documents are executed: bylaws, incorporator and board consents, indemnification agreements.
Founder stock is issued — stock purchase agreements with vesting, IP assignment (CIIAA/PIIA), and your 83(b) election, which must be filed within 30 days of stock issuance. That deadline does not move, and missing it is the single most expensive administrative mistake a founder can make.
Bank account and money movement. Investor funds can't commingle with personal accounts — you need a business account before the first dollar moves.
With Rho, steps 1–5 are handled for you (attorney-reviewed at every step, with the full document set: certificate, bylaws, consents, CIIAA, stock purchase agreements, 83(b)s), and step 6 happens the same day you start — not weeks later.
The day after: where most guides stop
Incorporation isn't done until the company can receive and spend money. Three things, immediately:
File your 83(b) within 30 days. No exceptions, no extensions.
Sign PIIAs — every founder, before any more work happens. A founder who leaves without one may own a piece of the product.
Open the business bank account. This is the step the traditional path makes slow, because most banks' onboarding is built around an EIN you may not have yet. Rho opens accounts at incorporation, the same day, before the EIN — whether you incorporated with Rho, Stripe Atlas, or Clerky — and real humans answer support 24/7 for the questions that come at midnight before a filing deadline.
Then set up your cap table (accurately, from day one — reconciling a messy early cap table during diligence is expensive) and calendar your Delaware franchise tax.
International founders
Supported, with one honest caveat: incorporation requires at least one US-based owner or officer and a physical US operating address. Founders without a US SSN or TIN can still incorporate and open a Rho account — identity verification works with a passport — but the IRS requires the EIN application to go by fax, which adds roughly two weeks.
What incorporation does not include
No formation service — free or paid — makes these go away: Delaware franchise tax is yours every year; you'll likely need to register as a foreign corporation in your operating state; and taxes, 409A valuations, and legal advice for non-standard situations (multi-jurisdiction structures, complex IP, founder disputes) genuinely call for a lawyer. Budget for those separately, whoever forms your company.
Once you have chosen Delaware, our Delaware C corp guide covers current filing fees and share structure, and the 83(b) election guide covers the 30-day deadline that follows your stock issuance.
Related incorporation guides
The full ranking: See our roundup of the best incorporation services for startups, scored on price, speed, and what comes after filing.
The real cost: Our guide to how much it costs to incorporate breaks down first-year totals for three founder profiles.
Shopping on price: Our cheapest incorporation service comparison ranks every major provider by true first-year cost.
The three-way matchup: Our Stripe Atlas vs Clerky vs LegalZoom comparison settles the classic head-to-head.
What we built: The Rho Incorporation launch announcement explains formation plus same-day banking in one flow.
Ready to incorporate? Rho Incorporation forms your Delaware C corp with attorney-reviewed filings, includes your first year of registered agent service, and gives you same-day access to Rho banking, corporate cards, and treasury once approved.
FAQs
Yes. Rho incorporates Delaware C-corps at no cost — the $400 fee is credited back once you deposit $10,000 of new money into your Rho checking account and keep your daily average balance $10,000 above where it started for the 60 days after you incorporate. There are no legal fees, the registered-agent fee is included for your first year, and your SS-4 (EIN application) is filed for you. It requires at least one US-based owner or officer and a physical US operating address. Delaware state fees and annual franchise taxes are separate — every formation path pays those.
Provider fees range from $0 to $5,000+: Rho charges $400, credited back with a $10,000 new-money deposit into Rho checking and a daily average balance kept $10,000 above the starting balance for the 60 days after incorporation, Stripe Atlas charges $500, Clerky charges $427–$819, and startup attorneys typically charge $1,500–$5,000+ (all verified August 3, 2026). On top of that, Delaware state filing fees run a few hundred dollars — Delaware raised many fees effective August 1, 2026, so check corp.delaware.gov — and Delaware franchise tax (often $400–$500/year for standard startup setups using the assumed-par method, plus a $50 annual report) recurs annually.
If you plan to raise venture capital, a Delaware C-corp — VC funds generally can't invest in LLCs, which also can't issue preferred stock, grant ISOs, or qualify for QSBS. If you're bootstrapping and certain you won't raise institutional money, an LLC is simpler and avoids double taxation. Converting an LLC to a C-corp later is possible but resets your QSBS holding-period clock.
When the company needs to own something: before you write product code, take any money, hire anyone (including contractors), apply to an accelerator, or split work with a co-founder. The QSBS holding-period clock also starts at stock issuance, so delay has a real cost at exit.
At most banks, no — their onboarding is built around the EIN. Rho supports pre-EIN account opening: incorporate and open your Rho business account the same day, whether you form through Rho, Stripe Atlas, or Clerky. Your SS-4 is filed for you when you incorporate with Rho.
Not for a standard Delaware C-corp. Rho's incorporation is attorney-reviewed by design — every document is reviewed and approved by licensed attorneys — and services like Clerky and Stripe Atlas handle standard formations well. Bring in your own startup attorney for non-standard situations: co-founder disputes, IP from a prior employer, complex international tax, or unusual equity structures.
