Is Wyoming or Delaware cheaper for an LLC?

Wyoming, by a wide margin over time. Both cost about the same to form ($100 in Wyoming, $110 in Delaware), but Wyoming's ongoing cost is a $60 annual report while Delaware charges a flat $400 franchise tax every year (raised to $400 by HB 400 starting tax year 2026 — first billed June 1, 2027; the bill due June 1, 2026 was still $300; no annual report to file). Over five years that's roughly $300 in Wyoming versus about $2,000 in Delaware.

Why do startups incorporate in Delaware if it costs more?

Because venture capital runs on Delaware. Its Court of Chancery is a business-only court with over a century of case law, so investors and their lawyers know exactly how disputes, board duties, and stock mechanics will be handled. When you raise a priced round, investors typically expect a Delaware C-corp — the extra cost buys predictability and a paperwork path they already trust. If you're not raising that kind of money, you're paying for a feature you won't use.

Is Wyoming actually more private than Delaware?

Slightly, but the gap is smaller than marketing suggests. Neither state lists LLC member names on the public formation document. Wyoming's edge is that it also keeps members off later public filings and pairs that with strong charging-order protection. For most privacy-minded owners either state keeps your name off the record; Wyoming just does it a bit more thoroughly and for far less money.

Can I start in Wyoming and move to Delaware later if I raise money?

Yes, and many founders do exactly that. You can form a lean Wyoming LLC now and, if you later raise a priced round, convert or reincorporate as a Delaware C-corp when investors ask for it. Starting in Wyoming keeps your costs low while you're bootstrapping; the Delaware move happens when — and only if — the fundraise makes it worth it. Talk to a startup attorney about the cleanest conversion path.

Comparison

Wyoming vs Delaware LLC: which should you actually pick?

Last updated: July 2026

Wyoming and Delaware are the two states everyone forms in when they aren't forming in their home state. They get lumped together as the "business-friendly" options, but they're built for two different kinds of company. Wyoming is the low-cost, high-privacy choice for a small, bootstrapped, or holding business. Delaware is the venture-capital standard. Pick the wrong one and you either overpay for years or make your future fundraise harder. Here's the honest breakdown.

The short answer

Wyoming if you're bootstrapped, running an online or holding company, care about privacy, and want the cheapest good option that will hold up. It has no franchise tax, no state income tax, strong asset protection, and keeps your name off the record — for $100 to form and $60 a year.
Delaware if you plan to raise a priced venture round or convert to a C-corp. Investors and their lawyers expect Delaware, and its Court of Chancery gives everyone a century of predictable business case law. You pay a flat $400 franchise tax a year for that predictability.

If neither of those describes you — and for most solo founders and small businesses, Delaware's advantages simply don't apply yet — Wyoming is the default that costs you the least to be wrong about.

Read this before you compare anything else

Both Wyoming and Delaware are only worth considering if you have no physical presence in another state. If you have an office, employees, or you're running the business from a state like California or New York, you'll have to register there as a foreign LLC and pay that state's fees and taxes anyway. Forming in Wyoming or Delaware on top of that just means you're paying two states instead of one, plus a registered agent in the formation state.

So the out-of-state play genuinely makes sense in a narrow case: a purely online business, a holding company, or an asset LLC with no real nexus anywhere. If that's you, read on. If you're operating physically in one state, the honest answer is usually to just form in that state — see our state guides for what that looks like.

Cost: Wyoming wins, and it's not close

Both states are cheap to form — $100 in Wyoming, $110 in Delaware. The difference is what you pay every year after:

Wyoming: a $60 annual report. No franchise tax, no state income tax.
Delaware: a flat $400 franchise tax for LLCs, due June 1 each year (raised from $300 by HB 400 effective tax year 2026 — first billed June 1, 2027). There's no annual report to file, but the tax is mandatory. Delaware charges no state income tax on operations run outside the state.

Over five years that's roughly $300 in Wyoming versus about $2,000 in Delaware — before a registered agent, which you need in either state. For a company that isn't using Delaware's real advantages, that's $1,700 spent on nothing.

Privacy and protection: Wyoming's edge, honestly stated

This is where Wyoming's reputation is mostly earned, but let's be precise. Neither state puts LLC member names on the public formation document. You can form a Delaware LLC without your name appearing on the Certificate of Formation, same as Wyoming.

Wyoming's genuine advantages are that it keeps members off later public filings too, and that it pairs privacy with strong charging-order protection — the legal shield that makes it hard for a creditor to seize your ownership stake or force a payout. Wyoming's charging-order protection is well-regarded even for single-member LLCs, which is exactly where a lot of states get weak. For a privacy-first holding or asset LLC, Wyoming is the stronger tool.

Delaware's real advantage: the Court of Chancery

Delaware isn't the VC default by accident. Its Court of Chancery is a business-only court — no juries, judges who specialize in corporate law, and over a century of decided cases. That means if there's ever a dispute about board duties, ownership, or investor rights, everyone can predict roughly how it plays out. Investors price that predictability in.

The practical version: when you raise a priced venture round, investors will almost always want a Delaware C-corp. Their term sheets, their lawyers, and their cap-table software all assume it. If a Delaware C-corp is where you're headed, starting there — or converting when the round is real — saves friction later. Wyoming has no equivalent business court and no comparable body of case law, and that's fine right up until the moment institutional money is involved.

Side by side

	Wyoming	Delaware
Formation fee	$100 (Articles of Organization)	$110 (Certificate of Formation)
Annual cost	$60 annual report	$400 flat franchise tax for TY2026+ (no annual report)
Franchise tax	None	$400/year from TY2026 (HB 400) — first billed June 1, 2027; the June 2026 bill was $300
State income tax	None	None on out-of-state operations
Owner privacy	Strong — member names not on the public record	Member names not on the formation record either
Asset protection	Strong charging-order protection	Solid, but less famous for single-member LLCs
Business courts	No specialized business court	Court of Chancery — deep, fast business case law
Investor familiarity	Fine for a bootstrapped or holding company	The default VCs and lawyers expect
Best for	Bootstrapped, holding, or online business with no nexus + privacy priority	Raising a priced VC round or planning a C-corp conversion

Which one is right for you

Bootstrapped, online, or a holding company with no nexus elsewhere, privacy matters → Wyoming. Lowest cost, strongest privacy and charging-order protection, and nothing you'll wish you'd done differently.
Raising a priced VC round now or very soon → Delaware, and probably as a C-corp rather than an LLC. Match what your investors expect.
Might raise someday, but bootstrapping today → start in Wyoming and convert to Delaware if and when a real fundraise materializes. Don't pay Delaware's yearly premium for a maybe.
Operating physically in one state → form in that state. Neither Wyoming nor Delaware saves you from your home state's registration and taxes.

Forming either one with FilingDesk

Both Wyoming and Delaware are live at FilingDesk today. It's one flat plan — $99 plus the state's filing fee, passed through at cost — with a human specialist reviewing every filing before it's submitted:

Wyoming — $199 all-in ($99 + $100 state fee).
Delaware — $209 all-in ($99 + $110 state fee). Note the separate $400 state franchise tax each year after (from TY2026; first billed June 1, 2027).

You describe your business in plain English, we run the name check, prepare the filing, and a specialist reviews it. If it's not right, there's a 60-day money-back guarantee.

Frequently asked questions

Is Wyoming or Delaware cheaper for an LLC?: Wyoming, by a wide margin over time. Both cost about the same to form ($100 in Wyoming, $110 in Delaware), but Wyoming's ongoing cost is a $60 annual report while Delaware charges a flat $400 franchise tax every year (raised to $400 by HB 400 starting tax year 2026 — first billed June 1, 2027; the bill due June 1, 2026 was still $300; no annual report to file). Over five years that's roughly $300 in Wyoming versus about $2,000 in Delaware.
Why do startups incorporate in Delaware if it costs more?: Because venture capital runs on Delaware. Its Court of Chancery is a business-only court with over a century of case law, so investors and their lawyers know exactly how disputes, board duties, and stock mechanics will be handled. When you raise a priced round, investors typically expect a Delaware C-corp — the extra cost buys predictability and a paperwork path they already trust. If you're not raising that kind of money, you're paying for a feature you won't use.
Does forming in Wyoming or Delaware save me from my home state's taxes?: Usually not. If your business has a physical presence — an office, employees, or you running it — in another state, you have to register there as a foreign LLC and pay that state's fees and taxes anyway. Forming in Wyoming or Delaware then just adds a second set of fees on top. Forming out-of-state only makes sense when you have no physical nexus anywhere else, such as a purely online or holding company.
Is Wyoming actually more private than Delaware?: Slightly, but the gap is smaller than marketing suggests. Neither state lists LLC member names on the public formation document. Wyoming's edge is that it also keeps members off later public filings and pairs that with strong charging-order protection. For most privacy-minded owners either state keeps your name off the record; Wyoming just does it a bit more thoroughly and for far less money.
Can I start in Wyoming and move to Delaware later if I raise money?: Yes, and many founders do exactly that. You can form a lean Wyoming LLC now and, if you later raise a priced round, convert or reincorporate as a Delaware C-corp when investors ask for it. Starting in Wyoming keeps your costs low while you're bootstrapping; the Delaware move happens when — and only if — the fundraise makes it worth it. Talk to a startup attorney about the cleanest conversion path.

This guide is general information, not legal or tax advice. FilingDesk is not a law firm or an accounting firm — talk to a professional about your specific situation, especially before choosing a formation state for a company that plans to raise money.