On this page · 14 sections
- 01Which one fits you
- 02The figures side by side
- 03What it costs with a registered agent
- 04Why Wyoming suits an LLC
- 05Why Delaware suits a corporation
- 06Privacy: what each state puts on the record
- 07Protecting your share from creditors
- 08Tax: where the state matters and where it doesn't
- 09Banks, Stripe and the platforms
- 10The yearly calendar, and what a missed date costs
- 11What changed in 2026
- 12Six things comparisons get wrong
- 13What about New Mexico, Nevada or Florida?
- 14If you change your mind later
| If you are | Choose | Why |
|---|---|---|
| A freelancer, consultant or agency billing clients | Wyoming LLC | The lowest yearly cost, $60. Clients and banks don't ask which state. |
| Building a SaaS product or an online shop on your own revenue | Wyoming LLC | The same reasons. If you raise later, the LLC converts. |
| Raising from US investors or an accelerator in the next two years | Delaware C-Corporation | US venture investors fund Delaware corporations. Forming one now avoids converting later. |
| Two or more partners who want a detailed agreement under well-tested law | Delaware LLC | Delaware's courts have settled disputes between members for decades. |
| Opening an office, hiring staff or holding property in one US state | Usually that state | A company that operates in a state registers there anyway, wherever it was formed. |
| Wyoming | Delaware | |
|---|---|---|
| To file an LLC | $102.40 online | $110 |
| State approval | The same day it is filed | Two to three weeks, or the next business day with Delaware's expedited service |
| Every year after | $60 annual report licence tax | $400 annual LLC tax, up from $300 in 2026 |
| Due | The first day of the month you formed in | 1 June |
| Yearly filing | A short report: addresses and Wyoming assets | None, just the payment |
| State income tax | None | None, for an LLC that doesn't operate in Delaware |
| Owners on the public record | No | No |
| Your share, against your personal creditors | Charging order only, single-member LLCs included | Charging order only, single-member LLCs included |
| State cost over five years | $342.40 | $1,710, or $2,110 if formed after 1 June |
| What investors expect | Will ask you to convert to a Delaware corporation | A Delaware corporation. A Delaware LLC converts too |
Over five years, a Delaware LLC costs five to six times as much in state fees as the same company in Wyoming. That's the case for Wyoming. The case for Delaware is in the last row.
Every LLC needs a registered agent in its state, which a founder abroad hires. The state fees alone leave that out. Here are three years in each state, with the agent and the EIN included through our Launch plan.
| Wyoming | Delaware | |
|---|---|---|
| Year one | $351.40 | $359, or $759 if formed after 1 June |
| Each year after | $309 | $649 |
| Three years | $969.40 | $1,657, or $2,057 if formed after 1 June |
The plan is the same price in both states, so the gap is the state's. Pricing lists every line, and LLC fees by state has the other 48 states and DC.
Wyoming has no state income tax and charges $60 a year. It passed the first LLC law in the country, in 1977, and banks and payment processors see Wyoming LLCs owned by non-residents all the time, so an analyst reviewing yours isn't looking at anything unusual. An online filing is approved the day it's made, so the company exists before you've finished the rest of the order.
It isn't the cheapest state to keep a company in. Alabama, Idaho, Missouri, New Mexico and Ohio charge nothing yearly and keep owners off the record too. What Wyoming offers is the combination: a low yearly cost, private ownership and a state banks already know. Its drawbacks are that some US investors know Wyoming law less well, and a few banks ask an extra question about it. Neither matters much for a company its customers pay for.
Delaware's Court of Chancery has settled disputes between founders, boards and investors for more than two centuries, and standard startup documents, from the certificate of incorporation to SAFEs and option plans, are written with its decisions in mind. An investor asked to fund a company formed somewhere else will usually ask you to convert to Delaware first, at your expense. That familiarity is what Delaware's yearly charge pays for.
Those documents are written for a corporation. Venture investors buy shares, and an LLC has no shares, so a Delaware LLC converts before a round just as a Wyoming one does. If you're forming to raise, form the Delaware C-Corporation itself. It costs about $450 a year in report and franchise tax.
If the company won't raise, Delaware buys nothing you'll use. A consultant in Karachi with a Delaware LLC pays $340 a year more than one with a Wyoming LLC, for courts neither of them will need.
Neither state asks for a list of members or managers, when you form or afterwards. What is public in both:
- The registered agent and its address in the state.
- Whoever signs the formation filing, called the organiser. If you sign it yourself, your name can appear.
- In Wyoming, the annual report: the company's principal office and mailing address, and the value of its Wyoming assets, which is zero for most companies run from abroad.
- In Delaware, nothing yearly. An LLC pays its tax and files no report.
Privacy from the public is all either state offers. Your bank learns who owns the company when you open the account, the IRS learns it from Form 5472 each year, and a court can order the company to say. Since 14 August 2026, a US-formed company files no beneficial ownership report in either state.
Wyoming is often sold as the stronger shield. The two laws read almost the same. If someone wins a judgment against you personally, both states limit them to a charging order: they collect any distributions the LLC pays you, and can't take your share, run the company or seize its assets. Both say so expressly for an LLC with one member (Wyoming Statutes 17-29-503, Delaware Code title 6, section 18-703).
That protects your share from your personal debts. It doesn't protect the company from its own debts, or you from a debt you personally guaranteed, and a court can look past an LLC that was used to dodge creditors. Either state does this job equally well.
The state you form in sets only the state's own charges. Wyoming has no income tax. Delaware taxes an LLC's income only if it does business in Delaware, which a company run from abroad doesn't. Federal tax is the same in both: a single-member LLC owned from abroad files Form 5472 with a pro forma 1120 every year, and usually owes no US income tax on work done outside the US. The full test is the same whichever state you pick.
Sales tax follows where your customers are, not where you formed. A Wyoming LLC selling goods to buyers in Texas looks at Texas's rules. Sales tax for non-resident sellers explains when it starts.
Banks and payment processors open accounts for LLCs from both states. What they look at is you and the business: where you live, what you sell and the documents you send. Mercury, for example, decides by the country you live in, not the state on your articles. Neither state gets an account approved, and neither gets one refused. A US bank account for a non-resident's LLC covers who opens one.
| Wyoming | Delaware | |
|---|---|---|
| First payment | The year after you form | By 1 June of the year after you form |
| Due | The first day of the month you formed in | 1 June |
| Amount | $60, or more with assets in Wyoming | $400, flat, not prorated |
| If it's late | After 60 days, the state can start dissolving the company | A $200 penalty, plus 1.5% a month interest |
| The worst case | Dissolved; $100 to reinstate within two years | Cancelled after three unpaid years; $220 to revive |
Every plan puts the date on your calendar with a reminder a month ahead. Wyoming's annual report and Delaware's annual LLC tax have the detail.
Delaware's House Bill 400, signed on 21 May 2026, raised the yearly LLC tax from $300 to $400 and backdated the increase to 1 January 2026. The franchise tax rates for corporations didn't change. An LLC formed in 2026 pays its first $400 by 1 June 2027.
- "Delaware's LLC tax is $300." It's $400 since 2026.
- "A Wyoming LLC is anonymous." It's private from the public. Your bank, the IRS and a court can all learn who owns it.
- "Wyoming protects your assets better." Both states limit a personal creditor to a charging order, single-member LLCs included.
- "A Delaware LLC makes you ready for investors." Investors buy shares in a corporation. A Delaware LLC converts before a round too.
- "The right state lowers your US tax." Federal tax is the same in every state. The state sets only its own fees.
- "You need to live in the state, or visit it." Neither state asks you to. A registered agent in the state is all either requires.
New Mexico is the closest alternative to Wyoming: $50 to file, no annual report, and no owners on the record. What it lacks is Wyoming's familiarity with banks and payment processors, which for most founders abroad is worth $60 a year. Nevada was known for privacy and low tax twenty years ago. Today it costs $425 to form and $350 a year, and its yearly list of managers or members is public. Florida has no state income tax, but its annual report costs $138.75, names at least one manager publicly, and costs $400 more if it's filed after 1 May. Every state has its own page with the figures, and the best state for a non-resident's LLC compares them.
A Wyoming LLC can convert into a Delaware C-Corporation when an investor asks. It's a real legal process with lawyers' fees and a few weeks of work, usually at a busy moment. Converting to a Delaware C-Corporation walks through it. If you already know you'll raise within two years, form the Delaware corporation now. If you don't know, form the LLC in Wyoming. Most companies never raise, and the ones that do can usually afford the conversion by then.
Sources
Checked by Saais Patel against these official pages.
- Wyoming Secretary of State: business filing fees
- Wyoming Statutes, title 17 (LLC Act, section 17-29-503)
- Delaware Division of Corporations: LLC annual tax instructions
- Delaware General Assembly: House Bill 400 (2026)
- Delaware Code, title 6, section 18-703 (charging orders)
- Delaware Division of Corporations: fee schedule
- IRS: instructions for Form 5472
- FinCEN: beneficial ownership information
Next in Starting out:How to start a US LLC as a non-resident (2026)