The best state to form an LLC as a non-resident (2026)

Which state is best for a non-resident LLC?

There's no single best state, but there is a best state for your situation. Work through the five questions below in order. Most founders abroad have their answer after the first two.

Step 1: Where will the business actually operate?

Start here, because it can decide everything else. States expect companies formed elsewhere to register before they transact business locally, and then charge their own yearly fees and taxes. Forming in a different state doesn't avoid that; it just adds a second state to pay.

Operating means a real presence: living and working in the state, renting an office or warehouse, keeping inventory or hiring staff there. Having customers in a state is different. Florida's LLC law, for example, lists keeping a bank account and doing business in interstate commerce among activities that don't count as transacting business on their own.

• Texas: registering an out-of-state LLC costs $750, against $310 to form a Texas LLC. A company formed elsewhere with $500,000 or more of Texas gross receipts in a year also files Texas franchise reports.
• Florida: an out-of-state LLC that transacts business without a certificate of authority can face a civil penalty of $500 to $1,000 for each year.
• Nevada: anyone conducting business in Nevada needs a state business license, which costs an LLC $200 a year.
• California: an LLC doing business in California owes the state's $800 annual tax even if it was formed somewhere else.

Customers can still create tax obligations without an office. New Mexico's gross receipts tax, for example, applies to sellers with no physical presence once they have $100,000 or more of taxable New Mexico receipts in the previous year. If you run everything from outside the US, move on to step 2, and read how to form a US LLC as a non-resident for the full process.

Step 2: Are you raising venture capital?

If you plan to raise a priced round from venture investors in the next year or so, the entity type matters more than the state. Venture money usually goes into C-corporations: the National Venture Capital Association's model financing documents are built around a certificate of incorporation and a stock purchase, and the federal tax break for qualified small business stock applies only to C-corp stock.

Among corporations, Delaware leads. It reports that it's the legal home of over two-thirds of the Fortune 500, and that nearly 70% of US-based companies that went public in 2025 chose it. Its Court of Chancery decides business disputes without a jury and explains its rulings in written opinions.

If you're bootstrapping, an LLC is simpler to run and you can change later: Delaware's LLC Act lets an LLC formed in another state convert into a Delaware LLC, and a Delaware LLC convert into a corporation. Compare LLC vs C-corp and Wyoming vs Delaware before you decide.

Step 3: What will the state cost you every year?

The formation fee is paid once. The yearly fee is paid every year you keep the company, so over time it matters more. The table shows state fees only, before registered agent and service fees, sorted from cheapest to most expensive over five years.

Two details change the picture. Texas charges no franchise tax at or below $2,650,000 of annualized revenue (for reports due in 2026 and 2027), but every Texas LLC still files a Public Information Report by May 15. Florida adds a $400 late fee to annual reports filed after May 1, and Delaware adds a $200 penalty plus 1.5% interest a month to late taxes.

Does the state change your income tax?

For an LLC run from abroad with no US office, rarely. Wyoming and Nevada have no personal or corporate income tax, Texas and Florida have no personal income tax, and Delaware and New Mexico tax non-residents only on income from sources in their state. Your federal filings, such as Form 5472 for a foreign-owned single-member LLC, are the same everywhere; see US taxes for non-resident LLC owners.

For every other state, see LLC annual fees by state and the cheapest state to form an LLC.

Step 4: How much privacy do you need?

No state makes you anonymous. The IRS records a responsible party when you apply for an EIN, and banks check who owns the company. But states differ a lot in what they put on the public record.

US-formed LLCs no longer file federal beneficial ownership reports since FinCEN's final rule took effect on August 14, 2026; see BOI reporting in 2026. If privacy is a priority, Wyoming vs New Mexico covers the trade-offs of a state record with no owner names.

Step 5: Does the state affect banking and Stripe?

Banks and payment processors set their own rules and decide each application themselves, so no formation state guarantees approval, and neither can we. What they typically ask for doesn't depend on the state: your formation document, the IRS letter confirming your EIN, your operating agreement, ID for the owners and the address you actually operate from, which can be abroad.

Where the state does matter is proof of ownership. In states that don't list owners, such as Wyoming, New Mexico and Delaware, your operating agreement is how you show who owns and runs the LLC. Florida's own filing instructions say most financial institutions require manager names to be recorded with the state before they open an account. Read opening a US bank account as a non-resident and Stripe for a US LLC before you apply.

Wyoming, New Mexico, Delaware, Nevada, Florida and Texas compared

Wyoming: the all-round pick for founders abroad

$103 to form and $60 minimum a year, no corporate or personal income tax, and no members or managers on the articles. Weakness: the annual report is mandatory, and more than 60 days late means administrative dissolution. See the Wyoming state guide.

New Mexico: the lowest upkeep

$52 to form, no annual report and no yearly state fee, with no member or manager names required. Weakness: nothing prompts you to keep the state's record current, and the gross receipts tax can apply if you sell into New Mexico. Compare it in Wyoming vs New Mexico.

Delaware: when investors or partners ask for it

$110 to form and a flat $400 tax each year (raised from $300 starting with tax year 2026), with no annual report and the barest formation filing. Weakness: $340 a year more than Wyoming, and its investor advantage mostly applies to C-corps. See Wyoming vs Delaware and Delaware vs Nevada.

Nevada: when you're based in Nevada

$436 to form and $350 a year for the annual list and state business license, with no income tax. Weakness: every manager or managing member is on the public record, and it costs more than Wyoming with no extra tax advantage if you're abroad. See Wyoming vs Nevada.

Florida: when you'll work from Florida

$125 to form and $138.75 a year, with no personal income tax. Weakness: a $400 late fee after May 1, and every annual report names at least one manager. See Wyoming vs Florida.

Texas: when you'll operate in Texas

$310 to form, no franchise tax at or below $2,650,000 of annualized revenue, and no personal income tax. Weakness: it costs more to form than Wyoming, and the yearly Public Information Report lists your managers publicly. See Wyoming vs Texas.

Why California and New York are usually poor choices

Both are huge markets, but for a business run from abroad they add cost and paperwork without an advantage. If you live and work in one of them, though, form there, because you'd owe its taxes and filings anyway.

California

California charges $90 to form, and every LLC organized or registered there, or doing business there, owes an $800 annual tax by the 15th day of the 4th month of its tax year, whether or not it makes money. A July 2026 law cuts it to $400 for an LLC's first taxable year from 2027 through 2029, and the full $800 applies after that. California counts a company as doing business there if it's commercially domiciled in the state, or its California sales, property or payroll pass thresholds that are adjusted each year.

New York

New York charges $205 to form, then requires every new LLC to publish a notice in two newspapers, once a week for six weeks, within 120 days, and to file a Certificate of Publication for $50. The newspapers set their own prices, and an LLC that doesn't comply has its authority to do business suspended. New York LLCs then file a $9 biennial statement every two years. Check the rules for any state in our state guides.

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