Wyoming vs Delaware for Non-Citizen LLCs: Which Is better?

If you are a non-U.S. citizen looking to form an LLC in the United States, Wyoming and Delaware are the two most popular choices. Both states welcome foreign owners, but they differ in cost, privacy, legal reputation, and banking ease. This guide compares them so you can choose the state that best fits your needs as an international business owner.

Wyoming vs Delaware LLC for Non-Citizens: Quick Comparison

What Is a Wyoming LLC?

Wyoming created the first LLC structure in the United States in 1977 and has continuously updated its LLC laws to be as business-friendly as possible. For non-U.S. citizens, Wyoming offers several key advantages: no state income tax, strong privacy protections, and the lowest ongoing costs of any major LLC state.

To form a Wyoming LLC, you file articles of organization with the Wyoming Secretary of State and pay a $100 filing fee. The annual report costs $60 per year. Member names do not appear on any public filing, giving you anonymity. Wyoming does not require you to be a U.S. citizen or resident to form or own an LLC.

Wyoming is especially known for its asset protection laws. The charging order is the exclusive remedy available to a judgment creditor, which means creditors cannot seize your LLC assets or force distributions. This protection applies even to single-member LLCs. For more details, see our Wyoming LLC guide.

What Is a Delaware LLC?

Delaware is the most well-known state for business formation in the United States. More than 60% of Fortune 500 companies are incorporated in Delaware. The state has a long history of business-friendly laws, a specialized business court (the Court of Chancery), and a large body of case law that provides predictability in legal disputes.

To form a Delaware LLC, you file a certificate of formation with the Delaware Division of Corporations and pay a $90 filing fee. The annual franchise tax is $300 per year, which is significantly higher than Wyoming’s annual report fee. Like Wyoming, Delaware does not list member names on public filings, providing anonymity for LLC owners.

Delaware does have a state income tax, but it does not apply to LLCs that do not operate within the state. If you are a non-citizen forming a Delaware LLC to operate a business outside of Delaware (such as an online business), you generally will not owe Delaware income tax. For more information, see our Delaware LLC guide.

Key Differences for Non-Citizens

Formation and Ongoing Costs

Wyoming and Delaware have similar filing fees ($100 vs $90). The major cost difference is in annual fees. Wyoming charges $60 per year for the annual report. Delaware charges $300 per year as a franchise tax, regardless of whether the LLC earns any revenue. Over five years, a Wyoming LLC costs about $400 ($100 + 5 x $60), while a Delaware LLC costs about $1,590 ($90 + 5 x $300). That is roughly a $1,190 difference over five years.

Both states require a registered agent with a physical address in the state. If you are based outside the U.S., you will need to hire a registered agent service, which typically costs $50-$300 per year. This cost is the same for both states.

Privacy and Anonymity

Both Wyoming and Delaware provide strong privacy for LLC owners. Neither state requires member or manager names on formation documents or public filings. Your name will not appear in the state’s online business database.

For non-citizens, privacy can be especially important. Neither state will publicly connect your name to the LLC. However, keep in mind that if you open a U.S. bank account, the bank will require your personal identification as part of its Know Your Customer (KYC) requirements. Privacy from the state does not mean privacy from banks or the IRS.

Banking Access

This is one of the most practical differences for non-citizens. Opening a U.S. bank account for a foreign-owned LLC can be challenging. Delaware LLCs often have an easier time because most U.S. banks are highly familiar with Delaware entities. Bank compliance teams see Delaware LLCs every day and are comfortable processing applications from them.

Wyoming LLCs are also accepted by most banks, but some institutions may be less familiar with Wyoming entities, which can cause delays or additional requests for documentation. If smooth banking access is a top priority, Delaware may have a slight edge. Some banks and fintech companies also offer remote account opening specifically for Delaware LLCs owned by non-citizens.

Legal Reputation and Court System

Delaware’s Court of Chancery is a specialized business court that handles corporate and LLC disputes without juries. Judges in the Court of Chancery are experts in business law, and their decisions create a large body of predictable, well-established case law. This legal infrastructure is why major corporations choose Delaware and why investors and partners worldwide recognize it as the standard.

Wyoming has strong LLC laws and was the pioneer of the LLC structure. However, Wyoming does not have a specialized business court, and its body of LLC case law is smaller than Delaware’s. For most small to medium businesses, this difference is not significant. It becomes more important if you expect complex legal disputes or if you are dealing with sophisticated investors who may prefer a Delaware entity.

Asset Protection

Wyoming offers stronger asset protection for LLC members. Wyoming law makes the charging order the exclusive remedy for creditors, and this protection explicitly covers single-member LLCs. If someone wins a personal judgment against you, they cannot seize your Wyoming LLC’s assets or take control of the LLC.

Delaware also provides charging order protection, but it is not as explicitly protective of single-member LLCs. Delaware courts have more discretion in how they handle creditor claims against single-member LLC interests. For non-citizens concerned about asset protection, Wyoming has a clearer advantage.

Taxes

Wyoming has no state income tax of any kind. This applies to both individuals and businesses. If your LLC earns income but does not operate in a state with income tax, you will not owe any state income tax.

Delaware has a state income tax, but it does not apply to LLCs that do not operate in Delaware. Non-citizens who form a Delaware LLC to run an online business or a business based outside of Delaware generally do not owe Delaware income tax. Both states are effectively tax-neutral for non-residents operating outside the state.

Keep in mind that as a non-citizen with a U.S. LLC, you may still owe federal taxes depending on whether your LLC is engaged in a U.S. trade or business. This is a complex area. Consult with an international tax professional. For more on this topic, see our guide to starting an LLC as a non-resident.

When to Choose a Wyoming LLC

Wyoming is the better choice for most non-citizens in these situations:

• You want the lowest possible annual costs ($60/year vs $300/year in Delaware).
• Asset protection is important to you, especially as a single-member LLC owner.
• You are running a small online business and do not need the prestige of a Delaware entity.
• You do not plan to raise investment from U.S. venture capitalists or institutional investors.
• You want a state with no income tax and a long track record of LLC-friendly laws.
• You are comfortable with the possibility that some banks may be slightly less familiar with Wyoming LLCs.

When to Choose a Delaware LLC

Delaware is the better choice in these situations:

• Banking access is a top priority and you want to maximize your chances of a smooth bank account opening process.
• You plan to work with U.S. investors, partners, or clients who expect or prefer a Delaware entity.
• You want the legal predictability and prestige of Delaware’s Court of Chancery and established business law.
• You are building a company that may eventually raise venture capital or seek acquisition by a U.S. company.
• International recognition matters to you. Delaware is the most well-known U.S. state for business formation worldwide.
• You are willing to pay the higher annual franchise tax ($300/year) for these advantages.

Frequently Asked Questions

Can a non-U.S. citizen own an LLC in Wyoming or Delaware?

Yes. Both Wyoming and Delaware allow non-U.S. citizens to form and own LLCs. There are no citizenship or residency requirements for LLC ownership in either state. You do not need a visa, green card, or Social Security number to form an LLC.

Do I need to visit the U.S. to form an LLC?

No. You can form an LLC in Wyoming or Delaware entirely online or by mail. You will need a registered agent in the state, which you can hire remotely. Many formation services handle the entire process for international clients.

Can I open a U.S. bank account remotely as a non-citizen?

Some banks and fintech companies allow remote account opening for foreign-owned LLCs. The process typically requires your passport, LLC formation documents, EIN (Employer Identification Number from the IRS), and proof of address. Delaware LLCs may have an easier time with this process because banks are more familiar with them.

Do I need an EIN?

Yes. An EIN (Employer Identification Number) is a federal tax ID number from the IRS. You need one to open a bank account, file tax returns, and conduct business. Non-citizens can obtain an EIN by filing IRS Form SS-4 by mail or fax. The process typically takes 4-8 weeks for international applicants.

Will I owe U.S. taxes as a non-citizen LLC owner?

It depends. If your LLC is “engaged in a U.S. trade or business” (called ECI, or Effectively Connected Income), you may owe federal income tax. If your income is not connected to a U.S. business, you generally will not owe federal tax. This is a complex area of tax law, and the rules depend on your specific situation, tax treaties between the U.S. and your country, and the type of income your LLC earns. Always consult an international tax professional.

Is my identity completely private with a Wyoming or Delaware LLC?

Your name will not appear on any public state filing in either Wyoming or Delaware. However, banks, the IRS, and any entity required to perform identity verification will know who you are. Privacy from public records does not mean anonymity from all parties. Also, under the Corporate Transparency Act, most LLCs are now required to report beneficial ownership information to FinCEN (the Financial Crimes Enforcement Network).

Which state is better if I plan to sell products on Amazon or Shopify?

Either state works for e-commerce. Both provide the LLC structure you need to operate a business, open a bank account, and receive payments. Wyoming is the more cost-effective option. Delaware may give you a slight advantage with payment processors and banks that prefer Delaware entities. Many non-citizen e-commerce sellers use Wyoming for the lower costs.

Can I switch my LLC from Wyoming to Delaware (or vice versa) later?

Yes. You can domesticate (transfer) your LLC from one state to another. Both Wyoming and Delaware allow this process. It involves filing paperwork in both states and paying applicable fees. However, it is easier and cheaper to choose the right state from the start.