Wyoming vs Delaware LLC: Which Is Better for Non-Residents?
Published 15 January 2026 · Updated 31 August 2026 · Reviewed by Ashfaq Khattak, US Tax Consultant
For most non-resident founders, Wyoming is the better choice. It costs $60 a year against Delaware’s $300 franchise tax, levies no state income tax, does not publish member names, and offers the strongest charging-order protection in the country. Delaware is the better choice in one specific case: you intend to raise venture capital or convert to a C-corporation, and want the corporate law your future investors already know.
Both states let a non-resident form an LLC with no US address, no SSN and no travel. Neither state’s tax treatment changes your federal obligations, and neither removes tax you owe where you actually live.
Wyoming vs Delaware side by side
| Wyoming | Delaware | |
|---|---|---|
| State filing fee | About $100 | About $110 |
| Annual cost | $60 annual report | $300 franchise tax |
| State income tax | None | None on income earned outside Delaware |
| Members named publicly | No - not published | No - not published |
| Charging-order protection | Strongest; sole remedy, including single-member LLCs | Strong, with more litigated exceptions |
| Investor familiarity | Low | Highest of any state |
| Court system | General state courts | Court of Chancery, business disputes only |
| Best fit | Freelancers, agencies, e-commerce, SaaS keeping their own profit | Companies raising outside capital |
Fees are set by each state and change; the figures above are the amounts current at the time of writing. We confirm the exact fee for your state before filing.
When Wyoming is right
- You are the only owner, or you own it with a small number of partners you know.
- Your revenue comes from clients or customers rather than investors.
- You want the lowest predictable annual cost, because the difference is $240 a year every year.
- You want asset protection: Wyoming makes the charging order the exclusive creditor remedy, and applies it to single-member LLCs, which many states do not.
When Delaware is right
- You plan to raise a priced round or take on institutional investors. Standard financing documents assume Delaware.
- You expect to convert the LLC into a C-corporation. Converting within Delaware is simpler than converting across state lines.
- You will issue equity to employees or advisers under a plan.
- You expect commercial disputes with co-owners, where the Court of Chancery’s speed and expertise is worth paying for.
What neither state changes
State choice is often oversold. It does not affect:
- Federal filing. A foreign-owned single-member LLC files a pro-forma Form 1120 with Form 5472 regardless of state, and the penalty for missing it starts at $25,000.
- Your home-country tax. Where you are tax resident determines what you owe there. A US LLC does not make that income untaxed.
- Bank approval. Providers care about your business model and your country of residence, not your state of formation.
- Where you actually operate. If you have an office or employees in a state, you must register there as a foreign LLC on top of your formation state.
What about New Mexico, Florida or Texas?
- New Mexico: no annual report at all, so the cheapest to maintain on paper. Weaker case law and less familiarity with banks and payment processors.
- Florida: $138.75 annual report and no state income tax. Sensible if you have a genuine Florida presence.
- Texas: no annual fee but a franchise tax report is required even below the no-tax-due threshold. Sensible with a Texas presence.
- California: avoid unless you operate there. An $800 minimum annual franchise tax applies to any LLC doing business in the state, wherever it was formed.
Frequently asked questions
Is Wyoming or Delaware better for a non-resident LLC?
Wyoming is better for most non-residents. It has no state income tax, a $60 annual report, strong charging-order protection and no requirement to name members publicly. Delaware is better only if you intend to raise venture capital or convert to a C-corporation, because investors are already familiar with Delaware corporate law.
Is Delaware worth the extra cost for a small business?
Usually not. Delaware charges a $300 annual franchise tax against Wyoming’s $60, and the advantage of its Court of Chancery matters to companies with shareholders and board disputes, not to a single-member LLC selling software or physical products.
Do I pay state income tax in Wyoming?
Wyoming levies no state personal or corporate income tax. That does not remove your federal tax obligations, and it does not remove tax obligations in the country where you live.
Can I move my LLC from Delaware to Wyoming later?
Yes. Both states permit domestication, which transfers the existing entity and keeps its formation date and EIN. It is cheaper than dissolving and re-forming, but it is still a paid filing in both states.