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Formation

Choosing an LLC State as a Non-Resident: Fees and Operations

Compare LLC states using actual operations, Wyoming asset-based annual fees, Delaware annual LLC tax, ownership needs and banking eligibility.

By OpenStates Team ·

The best formation state depends on actual operations, annual obligations, ownership, investor requirements and home-country treatment. Wyoming, Delaware and New Mexico are options to compare, not a universal recommendation for a claimed percentage of nonresident founders. Further reading: OpenStates

The short answer

Wyoming — the default for most non-resident founders. Cheap, private, no state income tax.
Delaware — only if you plan to raise venture capital from US investors.
New Mexico — cheapest long-term, no annual report, but weaker brand with US banks.
Florida — only if you have actual physical operations in Florida.

Side-by-side comparison

Wyoming LLC for non-residents

Filing fee: $100
Annual report: $60 minimum annual license tax (or 0.0002 × Wyoming assets, whichever is greater) (minimum)
State income tax: 0%
Owner privacy: strong — members are not listed publicly
A US LLC and EIN can support a banking or processor application, but do not ensure acceptance. Each provider reviews owner country, industry, identity, addresses, business activity and source of funds. Remote onboarding is possible only where the provider permits it; approval time, account details and fees vary. Check the provider’s current eligibility before paying for formation solely to obtain an account.

Wyoming is the default recommendation for non-resident solo founders, freelancers, agencies, and e-commerce sellers. Low maintenance, strong privacy, and US banks treat it as first-class.

Deep dive: Wyoming LLC for non-US residents — complete 2026 guide with fees, privacy specifics, banking acceptance, and a step-by-step from filing to a funded bank account.

Delaware LLC for non-residents

Filing fee: $90
Annual franchise tax: $400/year (flat)
State income tax: 0% on out-of-state revenue
Owner privacy: strong
A US LLC and EIN can support a banking or processor application, but do not ensure acceptance. Each provider reviews owner country, industry, identity, addresses, business activity and source of funds. Remote onboarding is possible only where the provider permits it; approval time, account details and fees vary. Check the provider’s current eligibility before paying for formation solely to obtain an account.

Wyoming, Delaware and New Mexico have different state obligations. Wyoming’s annual license tax is $60 or 0.0002 × Wyoming assets, whichever is greater; Delaware LLCs owe $400 annual tax. Consider actual operations, investor needs, home-country classification and bank eligibility instead of an invented percentage or a universal approval claim.

New Mexico LLC for non-residents

Filing fee: $50
Annual report: none
State income tax: 0% on out-of-state revenue
Owner privacy: strongest in the US — anonymous LLCs allowed
A US LLC and EIN can support a banking or processor application, but do not ensure acceptance. Each provider reviews owner country, industry, identity, addresses, business activity and source of funds. Remote onboarding is possible only where the provider permits it; approval time, account details and fees vary. Check the provider’s current eligibility before paying for formation solely to obtain an account.

New Mexico is the cheapest state to maintain an LLC in the US. Zero annual report and no annual fee means after year one you only pay your registered agent. The trade-off is bank onboarding can be a bit slower because the state is less common.

Florida LLC for non-residents

Filing fee: $125
Annual report: $138.75/year
State income tax: 0%
Owner privacy: weak — members listed publicly
A US LLC and EIN can support a banking or processor application, but do not ensure acceptance. Each provider reviews owner country, industry, identity, addresses, business activity and source of funds. Remote onboarding is possible only where the provider permits it; approval time, account details and fees vary. Check the provider’s current eligibility before paying for formation solely to obtain an account.

Florida only makes sense if you have actual physical presence there — an office, employees, or a real estate business. Otherwise the public ownership records and higher annual fee make Wyoming or New Mexico better.

States to avoid as a non-resident

California — $800/year minimum franchise tax even with zero revenue.
New York — expensive publication requirement (~$1,500 in NYC).
Massachusetts — high filing and annual fees.

How to pick: a 30-second decision tree

Are you raising VC from US investors? → Delaware.
Do you have physical operations in a specific state? → That state.
Want the cheapest long-term cost and don't mind slower banking? → New Mexico.
Wyoming, Delaware and New Mexico have different state obligations. Wyoming’s annual license tax is $60 or 0.0002 × Wyoming assets, whichever is greater; Delaware LLCs owe $400 annual tax. Consider actual operations, investor needs, home-country classification and bank eligibility instead of an invented percentage or a universal approval claim.

What about taxes?

Your formation state does not determine your federal tax bill. As a non-resident with no US-effectively-connected income, you generally owe no US federal income tax on LLC profits — regardless of state. State income tax only matters if your LLC has nexus in that state (physical presence, employees, inventory). That's why no-income-tax states like Wyoming and New Mexico are popular: they remove the state layer entirely.

A foreign-owned US disregarded entity must file Form 5472 attached to a pro forma Form 1120 for a year with reportable related-party transactions. Owner contributions, distributions, loans and payments can qualify, including formation funding with zero revenue. Review each tax year separately: a prior formation contribution does not itself create a transaction in every later year. Other classifications and filing exceptions require separate analysis. Further reading: IRS Form 5472 + a pro-forma 1120

Done-for-you in any state

OpenStates files in Wyoming, Delaware, or New Mexico — pick during onboarding. We handle the registered agent, EIN, and bank introductions for whichever state you choose. See pricing, read our honest OpenStates review, learn about us, or compare with the full foreigner playbook and step-by-step formation guide.

Frequently asked questions

What is the best state to form an LLC for a non-resident?

For most non-resident founders without US operations, Wyoming is the best default — $100 filing fee, $60 minimum annual license tax (or 0.0002 × Wyoming assets, whichever is greater), no state income tax, and strong owner privacy. Choose Delaware only if you plan to raise venture capital from US investors, and New Mexico if you want the cheapest long-term cost and don't mind slightly slower bank onboarding.

Is Wyoming or Delaware better for a non-resident LLC?

Why is New Mexico the cheapest state for a non-resident LLC?

New Mexico charges $50 to file and requires no annual report, so after year one you only pay your registered agent (~$100/year). It also allows LLCs whose standard formation filings do not list every owner; other public records and bank disclosures can identify owners. The trade-off is that some US fintech banks ask extra onboarding questions for New Mexico LLCs because the state is less commonly seen.

Does the state I form my LLC in affect my US federal taxes?

No. Your formation state does not determine your federal tax bill. As a non-resident with no US-effectively-connected income, you generally owe no US federal income tax regardless of state. State income tax only matters if the LLC has nexus in that state (employees, office, inventory), which is why no-income-tax states like Wyoming and New Mexico are popular — they remove the state layer entirely.

Should I form my LLC in California, New York, or Texas?

Generally no, unless you have real operations there. California imposes an $800/year minimum franchise tax even with zero revenue. New York has a publication requirement that can cost ~$1,500 in NYC. Most non-resident founders are far better off in Wyoming, Delaware, or New Mexico.

A state decision worksheet, not a universal recommendation

Begin with operations rather than fees. List where work is performed, where employees or contractors act, where inventory is stored and where premises are used. Forming in one state does not remove another state’s registration, licensing, income-tax or sales-tax requirements. Foreign qualification within the United States is state-law terminology; it does not make a US-created entity foreign-created for the separate federal BOI analysis. Ask about each obligation rather than treating one state registration as a substitute for all others.

Next record ownership and financing requirements. A founder planning institutional investment may be asked for a Delaware C corporation, which is not the same as a Delaware LLC. A multi-member LLC generally has different federal reporting from a disregarded single-member LLC. Home-country authorities may classify the structure differently again. Resolve these constraints before optimizing the annual filing fee; a cheap entity that does not fit investors or local treatment can create restructuring costs.

Create separate lines for formation, agent renewal, annual state tax or report, address service, provider subscription and professional preparation. Wyoming’s license tax is $60 or 0.0002 multiplied by Wyoming assets, whichever is greater. Delaware’s current annual LLC tax is $400 under the statute and filing instructions; an older FAQ still quoting $300 should not drive the budget. Do not mix corporate franchise-tax methods with the flat LLC tax. Use current official instructions when the filing is due.

Finish with provider eligibility and evidence. Ask the bank or processor about permitted owner countries, industries, addresses and required records; formation in Wyoming does not guarantee approval and New Mexico formation does not itself prove rejection. Keep the answers, quotes and official fee references alongside your worksheet. Review the decision when hiring, moving, adding inventory or changing owners, because the operational footprint and tax classification may change even if the original formation address stays the same.

Continue with the state decision

Compare formation fees, annual obligations and your actual operational footprint.

Sources

This article is general information, not legal or tax advice.

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