For most non-U.S. founders, the practical shortlist is \\Wyoming, Delaware and New Mexico\\. The best choice depends on what the company will do, whether it expects outside investment and where it will actually operate.
\> Reviewed by \\John Pereira, Head of Content\\. Last reviewed September 28, 2026. This is general information, not legal or tax advice.
\## Quick answer
\- \\Wyoming\\ is the strongest default for many online businesses and independent founders seeking straightforward annual maintenance and a familiar non-resident formation ecosystem.
\- \\Delaware\\ is usually the better fit for a corporation that expects institutional investors or venture-capital financing.
\- \\New Mexico\\ can appeal to a small owner-operated business focused on low state-level maintenance.
\- \\Your operating state\\ may be the right answer when the business has an office, employees, inventory or regular in-state operations there. Forming elsewhere can create a second registration and a second layer of fees.
\## Wyoming: the general-purpose option
Wyoming is commonly considered by consultants, agencies, software businesses and online sellers whose owners live abroad. It has a well-developed registered-agent market and is widely familiar to formation providers.
Choose Wyoming when you want a practical default and do not have a specific reason to choose Delaware or your actual operating state. Review our current \Wyoming LLC guide for the state filing fee, annual report and official registry.
\## Delaware: best for venture-backed companies
Delaware's main advantage is not that it is always cheaper. It is the familiarity of its corporate law, courts and documents to U.S. investors and attorneys.
A founder planning to issue preferred shares or raise institutional capital may favor a Delaware corporation. A small single-member LLC with no fundraising plan may pay for advantages it does not need. Check our \Delaware state guide before filing.
\## New Mexico: low-maintenance alternative
New Mexico is often compared with Wyoming by owner-operated businesses that value low recurring state administration. The tradeoff is a smaller provider ecosystem and potentially less familiarity among some counterparties.
Check the current filing requirements and official registry in our \New Mexico LLC guide.
\## When your operating state should decide
If the company will have a real office, employees, inventory or sustained operations in a particular state, forming in Wyoming, Delaware or New Mexico may not eliminate registration in the operating state. The company may need to qualify as a foreign entity there and maintain both registrations.
For a founder living and operating in the United States, the home state is often the simplest answer. Non-residents with no fixed U.S. operations have more flexibility.
\## Compare the decision factors
\### Choose Wyoming if
\- the company is owner-operated or closely held;
\- it does not expect institutional venture capital;
\- the founder wants a widely used non-resident formation jurisdiction; and
\- straightforward ongoing compliance matters more than investor convention.
\### Choose Delaware if
\- the company expects venture-capital or institutional investment;
\- U.S. counsel or investors specifically request Delaware;
\- the intended structure is a venture-backed corporation; or
\- sophisticated corporate governance is more important than the lowest annual cost.
\### Choose New Mexico if
\- the business is small and owner-operated;
\- minimizing state-level recurring administration is a priority;
\- there is no institutional fundraising plan; and
\- the founder has verified that the jurisdiction works for the intended bank and payment providers.
\### Choose the operating state if
\- the company has employees, an office or regular physical operations there;
\- inventory or regulated activity creates an in-state presence; or
\- avoiding duplicate registrations is the main priority.
\## What every non-resident LLC still needs
The formation state does not remove federal or operational requirements. A non-resident-owned company may still need:
\- a registered agent in the formation state;
\- an \EIN, even when the owner has no SSN;
\- a suitable U.S. business account;
\- annual state filings; and
\- review of potential \Form 5472 requirements.
\## Frequently asked questions
\### Is Wyoming always the best state for a non-resident LLC?
No. It is a practical default for many owner-operated businesses, but Delaware can be better for venture financing and the actual operating state may be required when the business has physical activity there.
\### Does forming in a no-income-tax state eliminate U.S. tax?
No. State formation, federal tax classification, the owner's residence and the location of business activity are separate questions. Obtain individualized tax advice before relying on a formation state for tax treatment.
\### Can a non-resident form an LLC in any state?
In general, U.S. citizenship or state residency is not required to own an LLC, but every state has its own filing, registered-agent and ongoing compliance rules.
\## Official sources
Confirm current requirements with the \Wyoming Secretary of State, \Delaware Division of Corporations and \New Mexico Secretary of State.