LLCroadGuide
Delaware LLC: what it costs and who it really fits
Verified on October 23, 2026 · By LLCroad
Short answer
A Delaware LLC is formed with the Delaware Division of Corporations: the certificate of formation costs $110 and every LLC then pays a flat annual tax of $400. Delaware is the reference state for US venture-funded startups; for a non-resident running a small online business, Wyoming offers the same day-to-day use for a lower yearly cost.
What a Delaware LLC is
A Delaware LLC is a limited liability company created by filing a certificate of formation with the Delaware Division of Corporations. Like any LLC, it has its own name, its own EIN, its own bank account and can be owned by people who live outside the United States.
Delaware’s reputation comes from its business courts and a long body of company case law. US lawyers and investors know its rules well, which is why so many large companies and funded startups are incorporated there.
Who Delaware fits best
- Startups that plan to raise money from US venture funds, which generally expect a Delaware company.
- Companies whose lawyers, investors or partners are already used to Delaware documents.
- Projects where several founders and investors share the company and need a familiar legal framework.
If you are a solo founder or a small team selling software, services or products online, these advantages rarely come into play. What you will notice every year is the cost.
Delaware, Wyoming and New Mexico side by side
| Criterion | Wyoming | Delaware | New Mexico |
|---|---|---|---|
| State filing fee | $100 | $110 | $50 |
| Yearly state cost | $60 minimum (annual report) | $400 (annual tax) | — |
| Due date | First day of the anniversary month | June 1 | — |
| If late | Dissolution after 60 days | $200 penalty + monthly interest | — |
In Delaware, the LLC annual tax of $400 is due on June 1 every year, whether or not the company had any activity. A late payment adds a $200 penalty plus monthly interest.
In Wyoming, the yearly obligation is the annual report, with a minimum license tax of $60, or a small fraction of the assets located in Wyoming if that is higher. It is due on the first day of the anniversary month of formation. Year after year, the gap between the two states adds up.
What stays the same in both states
- You need a registered agent with a physical address in the state.
- The EIN is requested from the IRS with Form SS-4, by fax or phone, without an SSN. See EIN without SSN.
- The bank account depends on your country of residence, not on the state of formation.
- A single-member LLC owned by a non-resident files Form 5472 with a pro forma 1120 each year. See Form 5472.
Why LLCroad forms in Wyoming
We work only with Wyoming because it matches what most founders abroad need: a real US company, low yearly upkeep and simple filings. For a full comparison, read Wyoming or Delaware.
Our formation at $489 includes the Wyoming state fee, the registered agent for the first year, the EIN, your documents, help opening the bank account and the first Form 5472. See every detail on our pricing page or start your order.