State Comparison Guide

Wyoming vs Delaware LLC:
Which is Best for Non-US Residents?

Discover the hidden annual costs, privacy factors, and exact tax implications of opening an LLC in Wyoming versus Delaware if you live outside the USA.

The Face-off

Filing Fees, Annual Maintenance & Privacy

BEST OVERALL
Wyoming
$160 / year

Annual State Maintenance

Cost Effective
Only ~$160/year (State + Agent). Unbeatable for cash-flow businesses.
Absolute Privacy
Members and Managers are completely shielded. Your name isn't on public registries.
Zero State Income Tax
No corporate or personal income tax on a state level.
Not for VC Funding
Angel investors prefer Delaware. Not ideal if you're building a massive tech startup.
Delaware
$300 / year

Annual State Maintenance

Investor Friendly
The ultimate state for raising Venture Capital and issuing C-Corp shares.
Court of Chancery
Highly respected dedicated business court system.
Expensive Franchise Tax
Minimum $300 annual franchise tax just to keep the entity alive, every single year.
More Compliance
Complex fee structures based on authorized shares if structured as a corporation later on.

* Please note: The amounts above are the mandatory state fees. We charge a minimal $170/year filing fee for the IRS return (Forms 1120/5472) on top of the state fee to keep your LLC 100% compliant and provide ongoing support throughout the year.

Industry Specifics

Wyoming vs Delaware for E-Commerce & Freelancers

For internet-based businesses like dropshippers, Amazon FBA sellers, freelancers, consultants, and course creators, Wyoming is the clear winner. E-commerce and service businesses prioritize cash flow and simplicity. Paying Delaware's $300/year Franchise Tax provides zero benefit to a Shopify store owner, whereas Wyoming's low $60 annual fee keeps overhead nearly non-existent while offering top-tier privacy. Delaware is strictly recommended if you are building an aggressive tech startup (SaaS) and plan to pitch to Silicon Valley investors who require a Delaware C-Corp.

Taxation

Do I have to pay US Taxes? (ETBUS Rules)

This is the most common question we get: "If I choose Wyoming or Delaware, do I pay zero taxes?"

The "No physical presence" Rule (Not ETBUS)

For a non-US resident running an online business (dropshipping, software, freelancing, agency), your LLC is considered a "Disregarded Entity" by the IRS. As long as you have no physical presence in the US (no US employees, no physical office, no dependent agents operating in the US), you are classed as Not Engaged in a Trade or Business in the US (No ETBUS).

This means you owe 0% US Federal Income Tax on your business profits, regardless of whether you form in Wyoming or Delaware. You only pay the Annual State Maintenance Fees listed above, and file Forms 1120 and 5472 every year (which we can help you with).

Both Wyoming and Delaware have no state income tax for out-of-state entities, so from a tax perspective on non-US residents operating entirely outside the US, they are identical. The only financial difference is the annual maintenance cost (Wyoming: ~$160 vs Delaware: ~$300).

Ready to start?

Choose your State to Begin

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