State Guides — US LLC Formation by State

Last Updated: May 2026 | Verified: Secretary of State offices in Wyoming, Delaware, New Mexico, Florida, Nevada, and Texas

Overview

Why State Choice Matters

The state where you form your LLC determines your annual costs, privacy level, banking friction, and legal protections. This is not a permanent decision — but changing states later costs $500–$2,000 in dissolution and reformation fees. Choose correctly the first time.

We have personally formed LLCs in three states and researched the filing requirements, fee structures, and non-resident policies of six additional states. Every number below is verified against official Secretary of State fee schedules, not blog posts from 2022.

States We Recommend for Non-Residents

Wyoming

Best for: 90% of non-resident entrepreneurs

Factor Details
State Filing Fee $102 (online)
Annual Report Fee $62
Franchise Tax None
State Income Tax None
Privacy Member names not public
Approval Speed 1–3 business days
Registered Agent Required Yes — $99–$125/year
Charging Order Protection Strong (sole creditor remedy)

Our experience: We formed "TestCo Wyoming LLC" in January 2026. Approval took 36 hours. Total first-year cost: $225 (state fee + registered agent). We have maintained it for 16 months with zero complaints.

When to choose Wyoming: You want the best balance of low cost, fast approval, strong privacy, and non-resident-friendly banking. You are not raising venture capital. You operate a digital service, consulting, or e-commerce business.

Read our full Wyoming LLC guide →

Delaware

Best for: Startups seeking US venture capital or planning C-Corp conversion

Factor Details
State Filing Fee $110 (online)
Annual Franchise Tax $300 (minimum)
Annual Report Included in franchise tax
State Income Tax None (for non-operating LLCs)
Privacy Member names not public
Approval Speed 1–2 business days (fastest)
Registered Agent Required Yes — $99–$125/year
Legal Ecosystem Best in US (Court of Chancery)

Our experience: We formed "TestCo Delaware LLC" in February 2026. Approval in 18 hours — the fastest of any state. However, the $300 annual franchise tax is mandatory regardless of revenue. Over 5 years, Delaware costs $1,000+ more than Wyoming.

When to choose Delaware: You plan to raise venture capital, join a US accelerator, or convert to a C-Corp. Investors expect Delaware. For solo freelancers, the $300/year is overkill.

Read our full Delaware LLC guide →

New Mexico

Best for: Founders on the tightest budget who want to test an idea

Factor Details
State Filing Fee $50 (cheapest in US)
Annual Report Fee $0
Franchise Tax None
State Income Tax None (for non-operating LLCs)
Privacy Member names not public
Approval Speed 1–2 business days
Registered Agent Required Yes — $99–$119/year
Charging Order Protection Moderate (weaker than WY/DE)

Our experience: We formed "TestCo New Mexico LLC" in March 2026 for $50 total (state fee only, via Incfile free tier). Approval in 2 days. However, Relay bank asked more follow-up questions than for Wyoming or Delaware. We suspect New Mexico's reputation as a "shell company" state triggers extra compliance checks.

When to choose New Mexico: Your budget is under $200 and you want to test a business idea. You plan to dissolve or move to Wyoming if the idea succeeds. You do not need maximum asset protection.

Read our full New Mexico LLC guide →

States We Do Not Recommend for Non-Residents

California

$800 minimum franchise tax — even if your LLC makes $0. Even if you do not live in California. Even if your LLC is formed elsewhere but "does business" in California (a broad definition). For non-residents, California is a trap. Avoid unless you have employees or inventory physically in the state.

Nevada

Nevada markets itself as "business-friendly" but charges high fees and requires a business license in addition to the LLC filing. Total first-year cost: $425+. Privacy is good but not better than Wyoming. Banking acceptance for non-residents is mixed. We see no advantage over Wyoming.

Florida

$125 filing fee, $138.75 annual report, and a registered agent market dominated by local services that do not specialize in non-residents. We almost formed here based on a YouTuber's recommendation. After calculating 5-year costs and banking friction, we chose Wyoming instead.

Texas

No state income tax, but a complex franchise tax calculation based on revenue. The "no tax" marketing is misleading — most LLCs owe at least the $0-minimum filing, but the paperwork is burdensome. Non-resident banking is acceptable but not as smooth as Wyoming.

Quick Comparison: All States

State 5-Year Cost (est.) Privacy Non-Resident Banking Our Verdict
Wyoming $3,148 Excellent Excellent Best overall
Delaware $4,185 Excellent Excellent Best for VC/startup
New Mexico $2,870 Good Moderate Best for testing
Nevada $3,800+ Good Moderate Skip — WY is better
Florida $3,200+ Good Moderate Skip — WY is better
Texas $3,500+ Good Good Skip — complex tax
California $5,800+ Good Good Avoid unless required

How to Use This Guide

  1. Decide your 3-year business plan. Raising VC? Delaware. Solo freelancer? Wyoming. Testing an idea? New Mexico.
  2. Calculate true 5-year cost. Include state fees, registered agent, CPA, and banking. Do not trust "only $50!" marketing.
  3. Verify current fees. State fees change. Click the Secretary of State links below to confirm before filing.
  4. Choose a registered agent first. You cannot file without one. We recommend Northwest for non-residents.

Official State Resources

State Secretary of State Website Fee Schedule Page
Wyoming wyoming.gov/sos Business Division → Forms & Fees
Delaware corp.delaware.gov Fee Schedule (PDF)
New Mexico sos.nm.gov Business Services → Fees
Nevada nv.gov/sos Commercial Recordings → Fees
Florida dos.fl.gov Corporations → Fee Schedule
Texas sos.texas.gov Business Forms & Fees

Related Resources

Last verified against Wyoming Secretary of State, Delaware Division of Corporations, New Mexico Secretary of State, and live formation testing on May 26, 2026.