Wyoming vs Delaware LLC (2026): The Honest Comparison
Here's what the listicles won't tell you: for most people reading this, the right answer is neither, it's your home state. But if you're a non-US resident, a location-independent founder, or you're deciding where a startup or holding company should live, this is the real comparison, with 2026 numbers.
The numbers, side by side
| Wyoming | Delaware | |
|---|---|---|
| Filing fee | $100 | $110 |
| Ongoing cost | $60/yr minimum license tax | $300/yr flat franchise tax |
| 5-year cost of ownership | ~$400 | ~$1,610 |
| State income tax | None | None on out-of-state income |
| Owners on public record | No | No |
| Annual report | Yes (with the license tax) | No report, just the tax |
| Court system | Standard state courts | Court of Chancery: specialist business judges, no juries, a century of precedent |
| VC-ready | Investors will ask you to convert/move | The default; SAFEs and term sheets assume it |
| Series LLC | Yes | Yes |
Wyoming's license tax is $60 or $0.0002 per dollar of Wyoming-located assets, whichever is greater; for most, it's $60. Fees as of July 2026.
What Delaware actually buys you
Delaware's edge is not tax, it's legal infrastructure. The Court of Chancery resolves business disputes with expert judges and deep precedent, which makes sophisticated parties comfortable. That's why the entire US venture ecosystem, term sheets, SAFEs, startup lawyers, standardized on it. If you're raising from US VCs, they will expect Delaware (and usually a C-corp, not an LLC, by the time institutional money arrives). Fighting that expectation costs more in legal friction than $300 a year.
If you're not raising venture capital, be honest about whether you'll ever use any of that. A freelancer's LLC will never see the Court of Chancery.
What Wyoming actually buys you
Wyoming invented the LLC in 1977 and treats them as a home industry: $60/year, no state income tax, strong charging-order protection (including for single-member LLCs, where Wyoming's statute is stronger than most), and owners kept off the public record. Banks and payment processors know Wyoming LLCs well, which matters for non-residents whose applications get extra scrutiny. For a business that just needs a clean, cheap, private US entity, this is the job done.
The privacy fine print (both states): "not on public record" means casual searches won't show your name. The IRS knows (your EIN application names a responsible party), your bank knows, your registered agent knows. Since March 2025, US-formed LLCs are exempt from the federal BOI report 2026, but banks still collect beneficial ownership when you open the account. Anyone selling you "total anonymity" is selling something else.
Verdicts by founder type
Raising US venture capital → Delaware
Don't overthink it. The ecosystem expects it, and your lawyers and investors will move you there anyway. Ask your counsel about starting as a C-corp instead of an LLC.
Non-US resident, online business → Wyoming
Same tax outcome, a fifth of Delaware's ongoing cost, and banks know exactly what a Wyoming LLC is. (Minimum-cost alternative: New Mexico, $0/year.)
Holding company for assets or IP → Wyoming
Strong charging-order protection and low carry cost. Delaware only if the entities it holds are Delaware-heavy and your lawyer wants uniformity.
You live and operate in a US state → Your home state
Wyoming or Delaware would just mean double registration: you'd still register as a foreign LLC at home, pay both states and hire two agents. Find your state's real numbers in our 50-state guides.
Frequently asked questions
Is Delaware better than Wyoming for an LLC?
For raising venture capital, yes: investors and startup lawyers are built around Delaware. For almost everything else, small businesses, non-US residents, holding companies, Wyoming does the same job for a fraction of the ongoing cost: $60/year versus Delaware's $300/year franchise tax.
Why do startups choose Delaware?
Ecosystem, not magic. Delaware's Court of Chancery and a century of business case law make outcomes predictable, so VC term sheets, startup lawyers and standard financing documents (like SAFEs) all assume Delaware. If you plan to raise US venture funding, fighting that convention costs more than the $300/year.
Is Wyoming really private?
Wyoming does not put member or manager names on the public formation record; the public filing shows the registered agent. Your ownership is still known to the IRS (via your EIN and tax filings), to your bank, and to your registered agent. Privacy from casual public searches, yes; anonymity from the government, no.
Should I just form in my home state instead?
If you live and operate in a US state, usually yes. Forming in Wyoming or Delaware while operating elsewhere means registering as a foreign LLC at home anyway, two sets of fees and two registered agents for benefits you mostly won't use. The Wyoming vs Delaware question is mainly for non-residents, location-independent businesses, holding companies and startups raising capital.
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Fees last reviewed July 2026. General information only, not legal or tax advice; talk to a professional about your specific situation.