Guide
Wyoming vs Delaware LLC for Non-US Founders: Which State Wins?
Quick answer
For most non-resident solo founders, freelancers, and bootstrapped SaaS, Wyoming is cheaper to maintain than Delaware and offers strong privacy. Wyoming charges an annual report license tax of $60 or two-tenths of one mill on the dollar of assets located in Wyoming, whichever is greater, due the first day of the anniversary month of formation.[1] Every domestic and foreign Delaware LLC owes a flat $400 annual tax, due on or before June 1, and files no annual report.[2] Delaware mainly wins if you plan to raise venture capital, and then usually as a C-corp, not an LLC. New Mexico is a low-cost alternative with no annual report. (Confidence: HIGH on fees.)
Annual cost compared (Delaware re-verified 2026-09-01; other states 2026-06-16)
- Wyoming. Filing Wyoming LLC Articles of Organization costs $100.00.[3] Wyoming charges an annual report license tax of $60 or two-tenths of one mill on the dollar of assets located in Wyoming, whichever is greater, due the first day of the anniversary month of formation.[1]
- Delaware. Forming a domestic Delaware LLC costs $110.00, which is the filing fee plus the municipality fee.[4] Every domestic and foreign Delaware LLC owes a flat $400 annual tax, due on or before June 1, and files no annual report.[2]
- Florida. Forming a Florida LLC costs $125.00 in total, a $100.00 filing fee plus a $25.00 registered agent designation fee.[5] The Florida LLC annual report fee is $138.75 when filed between January 1 and May 1; filing after May 1 adds a $400 late fee.[6]
- New Mexico. We could not verify New Mexico's formation fee or its annual-report position from the Secretary of State's own pages. Business filings moved to the portal at enterprise.sos.nm.gov and no fee schedule was retrievable there. Confirm both in the portal before budgeting for New Mexico.
Add a registered agent fee in any state. Agents set their own prices and we publish no figure for them here. Confirm the state fees above on the state's official page for your filing year.
Privacy and anonymity
Wyoming and New Mexico are known for not requiring member names in public formation filings, which appeals to founders who want privacy. Delaware is famous for its corporate law and court system rather than anonymity.
When Delaware actually makes sense
If you intend to raise venture capital, investors and accelerators overwhelmingly expect a Delaware C-corp, for its well-developed case law and standardized financing documents. That's a different entity decision (LLC vs C-corp) layered on top of the state decision; see the LLC vs C-corp guide.
New Mexico as a low-cost option
New Mexico has a low formation fee and no annual report, making total cost of ownership very low. The trade-off is fewer of the brand/credibility signals some founders associate with Delaware or Wyoming.
What other guides get wrong
Most default everyone to Delaware because "that's where startups incorporate." For a solo non-resident not raising VC, that often just means paying Delaware's flat annual tax for prestige you don't need. Every domestic and foreign Delaware LLC owes a flat $400 annual tax, due on or before June 1, and files no annual report.[2] Match the state to your actual plan: bootstrapping → Wyoming/New Mexico; raising VC → Delaware (likely C-corp).
What this means for you
If you're a freelancer/agency/bootstrapped SaaS founder, Wyoming (or New Mexico for lowest cost) is usually the practical pick. If you're on a venture track, plan for Delaware, and revisit the entity-type question. Note: your state choice does not change your federal filing duties (Form 5472 still applies).
Frequently asked questions
Is Wyoming or Delaware cheaper for a non-resident LLC?
Wyoming is cheaper. Wyoming charges an annual report license tax of $60 or two-tenths of one mill on the dollar of assets located in Wyoming, whichever is greater, due the first day of the anniversary month of formation.[1] Every domestic and foreign Delaware LLC owes a flat $400 annual tax, due on or before June 1, and files no annual report.[2]
Does Delaware require an annual report for LLCs?
No report, but the annual tax is still owed. Every domestic and foreign Delaware LLC owes a flat $400 annual tax, due on or before June 1, and files no annual report.[2]
Should I pick Delaware to save tax?
State choice doesn't change your federal filing obligations; don't choose a state for a tax outcome without advice. NEEDS EXPERT REVIEW
What about New Mexico?
Low formation fee and no annual report. The lowest ongoing cost of the common options. HIGH
Glossary
Franchise tax / annual fee: recurring state cost to keep the LLC active. Registered agent, required in-state contact. C-corp, corporation type investors expect for VC. Member. An LLC owner.
Sources used
- Delaware, 6 Del. C. § 18-1107(b) ($400 annual LLC tax): delcode.delaware.gov/title6/c018/sc11; Division of Corporations, LLC/LP/GP Franchise Tax Instructions (due June 1): corp.delaware.gov/alt-entitytaxinstructions; formation fee ~$110: corp.delaware.gov/fee
- Wyoming Secretary of State: sos.wyo.gov ($60 license tax; annual report due anniversary month)
- New Mexico Secretary of State (no annual report); Florida Sunbiz: dos.fl.gov/sunbiz ($138.75, due May 1)
Sources
- [1]Wyoming Secretary of State, Annual Report and License Tax Rules — The annual report license tax is $60 or two-tenths of one mill on the dollar ($.0002) whichever is greater, based on the company's assets located and employed in the state of Wyoming. (retrieved )
- [2]State of Delaware, Delaware Code, 6 Del. C. § 18-1107(b) — Every domestic limited liability company and every foreign limited liability company registered to do business in the State of Delaware shall pay an annual tax, for the use of the State of Delaware, in the amount of $400. (retrieved )
- [3]Wyoming Secretary of State, Business Division Filing Fee Schedule — The filing fee for forming an LLC is $100.00. (retrieved )
- [4]Delaware Division of Corporations, Corporate Fee Schedule (August 2026) — Limited Liability Companies — Formation - domestic $110.00. PLEASE NOTE: The fee in column one for domestic LLC's equals filing fee plus municipality fee. (retrieved )
- [5]Florida Department of State, Division of Corporations, LLC Fees — Filing Fee (Required) $ 100.00; Registered Agent Fee (Required) $ 25.00; Total Fee For New Florida/Foreign LLC $ 125.00 (retrieved )
- [6]Florida Department of State, Division of Corporations, File Annual Report — The fee to file a limited liability company annual report is $138.75 if filed between January 1st and May 1st. After May 1st the limited liability company will be subject to a $400 late fee. (retrieved )
Related
- The U.S. LLC for Non-U.S. FoundersStart here — the complete overview
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State fees change. Verify on the state's official page for your filing year. Entity and state choices have tax implications that depend on your facts; confirm with a professional.
Last updated: September 1, 2026.
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