EN — Wyoming vs Delaware vs New Mexico: Which State for Your LLC as a Non-Resident? (2026)

The first question almost every non-resident founder asks when forming a US LLC: "Which state should I choose?"

The answer you see everywhere — "Delaware, it's the best" — is often wrong for non-residents. Delaware is built for startups seeking US institutional investors. If that is not you, other states are almost always better suited.

This guide compares the three most popular states for non-resident LLC formation — Wyoming, Delaware, and New Mexico — on every criterion that actually matters: fees, privacy, taxation, reputation, and ease of remote management.

---

Why the state choice matters

In the US, LLCs are created at the state level — not federally. Each state has its own rules, fees, and annual obligations. This choice has concrete consequences on:

• Annual maintenance cost
• Member privacy — some states publish member names in public registries, others do not
• Annual administrative obligations (reports, state taxes)
• Credibility with certain partners or investors

Good news: as a non-resident, you freely choose your state. There is no obligation to form your LLC in a state where you "operate" — since you live abroad.

---

Wyoming — The reference for non-residents

💡 Answer capsule — Why is Wyoming the best state for a non-resident LLC? Wyoming invented the LLC in 1977 and remains the gold standard for non-resident founders: $60/year in annual fees (among the lowest in the US), maximum member privacy (names not published in public records), no state income tax, and one of the strongest charging order protections in the country. For freelancers, SaaS founders, and e-commerce sellers, Wyoming is the right choice in 90% of cases.

Wyoming has a special history with LLCs. It is the state that invented the concept of LLC in 1977 — and has since continuously refined its legal framework to attract entrepreneurs worldwide.

Fees: ~$102 formation fee + $60/year annual report. No franchise tax.

Privacy: Member names are NOT published in public records. Only the Registered Agent's address appears publicly. If someone searches your Wyoming LLC, they find the company name and Registered Agent — not your personal name or home address.

Taxation: No state income tax on individuals or companies. For a non-resident without US physical presence, this typically means zero US-level taxation.

Reputation: Stripe, Mercury, Relay, and all major US payment platforms recognize Wyoming LLCs without any friction.

Charging order protection: Wyoming has some of the strongest personal asset protection laws in the US. Personal creditors cannot easily seize your LLC's assets.

Best for: Freelancers, consultants, SaaS founders, e-commerce sellers, content creators, digital nomads — the vast majority of non-resident founders.

---

Delaware — For startups raising US VC funding

💡 Answer capsule — Should a non-resident choose Delaware for their LLC? Delaware is NOT the right choice for most non-resident founders. Its franchise tax costs a minimum of $300/year (vs $60/year in Wyoming) and its advantages — specialized business courts, flexible corporate law — only matter if you are raising institutional US VC funding or joining Y Combinator. For a freelancer, SaaS founder, or e-commerce seller without a fundraising plan, Delaware just costs more with no meaningful benefit.

Delaware's reputation is not invented — but it is built for a very specific type of entrepreneur.

Fees: ~$90 formation fee + $300/year minimum franchise tax + $50/year annual report = minimum $350/year ongoing.

The Court of Chancery: Delaware's specialized business court, with expert judges and no jury, is genuinely valuable — for companies with complex shareholder disputes, M&A transactions, or governance litigation. For a solo non-resident LLC, it has zero practical relevance.

VC preference: US venture capital funds invest almost exclusively in Delaware entities — specifically Delaware C-Corps, not LLCs. If you plan to raise institutional capital, Delaware is relevant. If not, it is not.

Privacy: Delaware does not publish member names in most cases — reasonable privacy but generally considered slightly below Wyoming's standard.

Best for: Startups planning to raise US institutional VC funding, or founders who anticipate converting their LLC to a C-Corp within 12–18 months.

---

New Mexico — The budget option with strong privacy

💡 Answer capsule — Is New Mexico a good state for a non-resident LLC? New Mexico is a solid budget option for non-resident LLC formation: lowest formation fees (~$50), no annual report required in most cases ($0/year ongoing), and excellent member privacy. Its reputation is less established than Wyoming internationally, but for freelancers and solopreneurs without complex needs, it is a legitimate and cost-effective choice.

Fees: ~$50 formation fee + $0/year in most cases (no annual report required for most non-resident single-member LLCs).

Privacy: Excellent — comparable to Wyoming.

Reputation: Less well-known than Wyoming or Delaware in the international ecosystem. For most everyday uses (Stripe, Mercury, B2B clients), this creates no problem. For deals with large US corporations or sophisticated investors, Wyoming carries slightly more credibility.

Best for: Entrepreneurs with a limited budget, those testing a new business model, or founders who want a low-maintenance structure with minimal ongoing costs.

---

Debunking common myths

"Delaware is always the best state" False for most non-residents. This reputation is built around US startups seeking VC funding. If you are a freelancer or SaaS founder without a fundraising plan, Delaware gives you nothing Wyoming cannot — and costs 5x more per year.

"Wyoming is a tax haven" False. Wyoming is a US state that levies no state income tax — a legal and common policy in the US. It is not a tax haven in the offshore sense. Your income remains taxable in your home country.

"You must choose the state where your clients are" False for non-residents. You operate from outside the US, not from a specific state. The choice is free and should be guided by your needs, not your clients' location.

"You can't change states after formation" Technically incorrect. It is possible to transfer an LLC from one state to another via a domestication process — but it generates additional fees and paperwork. Better to choose correctly upfront.

---

Comparison table

Criterion	Wyoming	Delaware	New Mexico
Formation fee	~$102	~$90	~$50
Annual franchise tax	❌ None	$300+/year	❌ None
Annual report fee	$60/year	$50/year	$0/year
Total annual cost	~$60/year	~$350+/year	~$0/year
5-year total (state fees only)	~$402	~$1,840	~$50
Member privacy	✅ Excellent	⚠️ Good	✅ Excellent
State income tax	❌ None	❌ None	❌ None
VC attractiveness	⚠️ Average	✅ Reference	❌ Low
International reputation	✅ Strong	✅ Strong	⚠️ Moderate
Recommended for	90% of non-residents	US VC fundraising	Budget-conscious

---

How to choose based on your profile

💡 Answer capsule — Wyoming, Delaware or New Mexico: which state for which founder? Freelancer, consultant, SaaS founder, e-commerce seller, content creator → Wyoming. Startup planning US VC fundraising or joining Y Combinator → Delaware. Budget-conscious founder testing a new activity → New Mexico. Not sure → Wyoming. It is the best default choice for 90% of non-resident founders.

• Freelancer or consultant → Wyoming
• SaaS founder (no fundraising planned) → Wyoming
• E-commerce seller → Wyoming or New Mexico
• Startup raising US VC → Delaware
• Tight budget → New Mexico
• Not sure → Wyoming. Always.

---

What about other states? (Nevada, Florida, Texas...)

Some articles mention Nevada, Florida, or Texas. Here is the short answer for non-residents:

Nevada was popular for privacy but has significantly increased its annual fees in recent years — no longer competitive with Wyoming.

Florida and Texas are better suited for businesses with physical US presence. No meaningful advantage for fully remote non-residents.

For non-resident founders, the Wyoming / Delaware / New Mexico trio covers the vast majority of situations.

---

Conclusion

The state choice for your LLC is not a complex technical decision. For 90% of non-resident founders, the answer is simple: Wyoming.

If you are raising US institutional VC funding → Delaware. If you are on a tight budget → New Mexico. In all other cases → Wyoming.

mallc.fr forms LLCs in all three states — and can help you choose the right one based on your specific situation.

→ Form my Wyoming LLC with mallc.fr → See all plans and pricing

---

FAQ

Is Wyoming better than Delaware for a non-resident LLC? Yes, for most non-residents. Wyoming costs $60/year vs minimum $350/year for Delaware, offers better member privacy, and provides all the same practical benefits (Stripe, Mercury, Shopify Payments access) without the premium price.

Can I change states after forming my LLC? Yes, through a domestication process. But it costs money and takes time. Better to choose the right state from the start.

Is Wyoming a tax haven? No. Wyoming is a US state that simply charges no state income tax — legal and common in the US. Your income remains taxable in your home country.

Does Delaware really give better access to Stripe or Mercury? No. Stripe and Mercury treat Wyoming and Delaware LLCs identically. State of formation has no impact on your access to US payment tools.

---

This article is provided for informational purposes only. mallc.fr is not a law firm and does not provide legal or tax advice. For questions specific to your situation, consult a qualified professional.