Fifty states will happily register your LLC. As a non-US founder, you will read about roughly three of them, because the other forty-seven rarely make sense for someone with no US address, no US employees, and no reason to be anywhere in particular. This article compares the three flags that dominate the conversation — Wyoming, Delaware, and New Mexico — and tells you when each one is the wrong answer.

Costs here are stated relatively, on purpose. Fees drift, and a number printed in an article goes stale the day a legislature meets. Every figure lives in one place, dated and checked against the state’s official schedule: Schedule A — the True Cost Worksheet.

This is general information from an independent registry, not legal or tax advice. Your situation may have edges ours does not cover.

Why these three

A non-US founder’s shortlist looks different from an American’s. An American usually forms in their home state because they physically operate there. You operate from Lagos or Berlin or Toronto, so the question becomes: which state is cheapest to maintain, easiest to file in from abroad, and least likely to surprise you?

Three states keep winning that filter. Wyoming, because its recurring costs are low and its filing infrastructure has processed non-resident formations for decades. Delaware, because it is the default demanded by US investors. New Mexico, because it asks for the least ongoing paperwork of any state — none.

Wyoming: the workhorse

Wyoming is the middle path and the most common recommendation for a reason. Its recurring bill is a small fraction of Delaware’s — the annual report tax has a modest minimum that scales only with assets you physically hold in Wyoming, which for a founder running an online business from abroad means you stay at the minimum indefinitely. Exact numbers, dated: Schedule A.

The practical advantage is infrastructure. Wyoming’s Secretary of State has been processing out-of-state and out-of-country formations at volume for a long time, and the ecosystem around it — registered agents, filing services, banks that recognize the paperwork — is deep. E-commerce founders in particular gravitate here; it is the well-trodden road.

One caution. Wyoming is heavily marketed on “anonymity.” When we ran those claims against state sources during our verification pass, they did not hold up as advertised, so we do not repeat them. Treat any privacy pitch about any state with suspicion until you have read the state’s own filing requirements.

Delaware: the investor default

Delaware’s reputation is real and specific. Its Court of Chancery and the body of corporate law built around it are why US venture investors want their portfolio companies there. If you are raising money from US funds, Delaware is not a preference you argue with; it is the path of least resistance, and often a condition of the term sheet.

It is priced accordingly. Delaware’s flat annual LLC tax is the highest recurring bill of the three by a wide margin, and it rose recently under HB 400 — a useful reminder that fee schedules are legislation, not physics. Miss the June 1 due date and Delaware adds a penalty plus monthly interest. There is no annual report to file for an LLC; you simply pay. Current figures, with the change reflected: Schedule A.

Here is the mistake we see most often: a solo non-US founder with no US investors forms in Delaware because a blog said “it’s what startups do.” You then pay the most expensive recurring bill of the three, every year, for prestige that nobody in your business will ever ask about. Delaware does have genuine privacy features — the Certificate of Formation does not require member or manager names — but that alone rarely justifies the recurring cost.

And if you are genuinely on the venture track, note that investors typically want a Delaware C-corporation, not an LLC. If that is your road, the entity question matters as much as the state question.

Delaware is the right answer to a question most non-US founders are not being asked: “which state will my US investors insist on?”

New Mexico: the quiet one

New Mexico’s pitch fits in one sentence: it is the only state of the three with no annual report for LLCs at all. No recurring state filing, no recurring state fee, ever. Its formation filing fee is also the lowest of the three. For a founder who wants the smallest possible ongoing relationship with a Secretary of State, that is the whole argument, and it is a good one. Numbers on Schedule A.

The trade-off is ecosystem size. New Mexico’s filing infrastructure is smaller and less traveled than Wyoming’s — filings run through an online-only portal, and the state does not even publish its fee schedule as prominently as its peers (our own verification of New Mexico’s figures runs through official filed documents rather than a directly readable fee page, which is why those rows carry a “sourced” rather than “verified” tag on the worksheet). Fewer services are built around it, and fewer bankers have seen its paperwork a thousand times. None of this is disqualifying. It is friction, and you should price it in.

Privacy claims circulate about New Mexico too. Same rule as Wyoming: do not choose a state on privacy marketing you have not traced to a state source.

Decision rules

  • Bootstrapped SaaS or e-commerce, no US investors planned: Wyoming or New Mexico. Wyoming if you value the deeper ecosystem; New Mexico if you value zero recurring filings. Either way you avoid the largest recurring bill of the three.
  • Raising US venture money, now or soon: Delaware — and probably as a C-corp rather than an LLC. Talk to a professional before filing anything.
  • Choosing on privacy: slow down. Non-disclosure features exist in this trio, but the marketing around them outruns the state sources. Verify before you rely.

Your home country matters more than your state

The state comparison is the fun part, so it gets all the attention. The expensive part is usually how your country’s tax authority classifies a US LLC. Some countries do not recognize the LLC’s pass-through treatment and tax it as a corporation; that classification decision can swamp every dollar of difference between Wyoming and New Mexico.

Before you pick a flag, read the page for your country: Canada, United Kingdom, Germany, among others. The state costs you a filing fee. The classification trap can cost you a tax regime.

Next steps

Run the three states side by side, with every figure dated and checked against the official schedule, on Schedule A — the True Cost Worksheet. Then let the formation wizard walk you through the filing itself, step by numbered step.