Business Guide
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Wyoming vs Delaware LLC Formation Guide for Non-Americans (2025)

Wyoming vs Delaware LLC Formation

A comprehensive comparison of forming an LLC in Wyoming versus Delaware as a non-U.S. resident in 2025, including costs, privacy, legal framework, and tax implications.

Formation and Maintenance Costs

Wyoming

  • Initial Filing Fee: $100
  • Annual Report Fee: $60
  • No state income tax

Delaware

  • Initial Filing Fee: $90
  • Annual Franchise Tax: $300
  • No state income tax for non-Delaware operations

Wyoming generally offers lower ongoing costs, making it particularly attractive for startups and small businesses. The initial formation costs are comparable, but Wyoming's significantly lower annual fees provide long-term cost advantages.

Privacy and Anonymity

Privacy Comparison

Wyoming

Does not require disclosure of member or manager names in public filings, providing exceptional privacy for business owners.

Delaware

Requires member names for member-managed LLCs, but only manager names for manager-managed structures.

Tax Implications for Non-U.S. Residents

Federal Tax Considerations

  • Disregarded Entity Status:

    LLCs can be structured as "disregarded entities" for tax purposes, potentially avoiding U.S. federal income tax if certain conditions are met.

  • Filing Requirements:

    Annual Form 5472 and pro forma Form 1120 filing requirements apply for foreign-owned LLCs.

Wyoming State Taxes

  • No state income tax
  • No franchise tax
  • 4% state sales tax (+ up to 2% local)

Delaware State Taxes

  • No tax on out-of-state income
  • $300 annual franchise tax
  • No state sales tax

Legal Framework and Asset Protection

Legal Protections Comparison

Wyoming Advantages

  • Strong asset protection laws
  • Charging order protection for single-member LLCs

Delaware Advantages

  • Specialized Court of Chancery
  • Well-established business law precedents

Making Your Decision

Choose Wyoming if:

  • You prioritize privacy and anonymity
  • You want lower ongoing maintenance costs
  • You're running an e-commerce or service-based business

Choose Delaware if:

  • You plan to seek venture capital funding
  • You anticipate complex legal situations
  • You're building a complex corporate structure

Need Help Setting Up Your LLC?

Our experts can guide you through the entire process of setting up your LLC in either Wyoming or Delaware, ensuring compliance and optimal structure for your business goals.