Best State to Form an LLC as a Non-Resident (2026)
Non-US founders ask this question constantly, and the honest answer is that the state matters less than people think. Here is what actually differs between Wyoming, Delaware, New Mexico and Florida, and what to weigh instead.
The state choice is smaller than it feels
If you are searching for the best state LLC for a non resident, you have probably read a dozen conflicting opinions. Here is the reality: for most non-US founders running an online business, consultancy, agency or SaaS with no physical presence in the US, the state of formation affects your annual costs, your paperwork and your privacy. It does not change your federal tax obligations, and it rarely changes whether a bank or payment processor will work with you.
Every US LLC owned by a non-resident, in any state, with no other US owners, is treated by the IRS as a foreign-owned disregarded entity. That means you file Form 5472 alongside a pro-forma Form 1120 every year, even if the LLC had zero revenue. Skipping this filing risks a penalty of $25,000, and the state you picked has no bearing on that requirement. So the state question is really about running costs and disclosure, not tax strategy.
Wyoming vs Delaware vs New Mexico vs Florida
| State | Ongoing state filing | Member privacy | State income tax | Best for |
|---|---|---|---|---|
| Wyoming | Annual report required, low minimum fee | High, members are not named in the public filing | None | Most non-resident founders, default choice |
| Delaware | Annual franchise tax, flat fee regardless of income | High, no member names on the public certificate | None on out-of-state income | Founders planning to raise venture capital or convert to a C-corp later |
| New Mexico | No annual report requirement at all | Very high, one of the few states with this combination | None on out-of-state income for non-residents with no NM activity | Founders who want the lowest possible ongoing admin |
| Florida | Annual report required | Lower, filings tend to be more searchable | None for personal income, but has its own state-level considerations for businesses with a Florida presence | Founders who will have a genuine physical presence or team in Florida |
Wyoming, the common default
Wyoming became the go-to state for non-resident founders because it combines low, predictable annual costs with strong privacy and a formation process that registered agents and formation services have streamlined for years. Banks like Mercury, Wise Business and Relay are all familiar with Wyoming LLCs, which matters more than people realise. When a bank compliance team has seen your entity type a thousand times before, onboarding tends to go more smoothly.
Delaware, built for investors, not for most solo founders
Delaware's court system and body of business case law make it the standard choice for startups planning to raise institutional funding, particularly if they expect to convert to a Delaware C-corp. For a bootstrapped agency, consultancy or e-commerce business with no US operations, that legal infrastructure is rarely worth the higher flat annual franchise tax compared to Wyoming's minimum fee. If you are not fundraising from VCs, Delaware's main advantage does not apply to you yet.
New Mexico, the quiet minimalist option
New Mexico's appeal is simple: no annual report at all. Once the LLC is formed, there is nothing further to file with the state each year, which appeals to founders who want to reduce moving parts. The tradeoff is that New Mexico is less familiar territory for some banks and payment processors, simply because fewer companies use it. It is a reasonable option, but do your own check with your intended bank before committing.
Florida, only if you have a real reason
Florida makes sense when there is an actual connection to the state, a co-founder living there, a warehouse, a physical office, or clients who require it. Absent that, its ongoing filings and comparatively lower privacy than Wyoming or New Mexico give it little advantage for a fully remote, non-resident-owned business.
What actually matters more than the state
Before agonising over Wyoming versus Delaware, make sure these pieces are lined up, since they affect your business far more than the state seal on your certificate:
- Getting an EIN promptly. Non-residents without an SSN can still get one by submitting Form SS-4 to the IRS, typically by fax or mail, and it does not require a US visa or ITIN first.
- Applying for an ITIN if you need to file personal returns later or work with certain platforms. An ITIN is for people who are not eligible for a Social Security Number, and having no US visa does not disqualify you.
- Opening a real US business bank account. Mercury, Wise Business and Relay all support fully remote onboarding for non-resident-owned LLCs, though each has its own underwriting standards and none guarantee approval.
- Filing Form 5472 and the pro-forma 1120 every year without fail, regardless of revenue.
This is exactly the sequence Founders Credit handles end to end for European founders, forming the LLC in the right state for your situation, then securing the EIN, ITIN where needed, and a US bank account and business card, done-for-you and fully remote.
A simple way to decide
If you are not sure, Wyoming is the sensible default for a remote, non-resident-owned LLC with no US fundraising plans. Choose Delaware only if venture capital or a future C-corp conversion is a real near-term plan. Choose New Mexico if minimising annual filings matters more to you than maximum bank familiarity. Choose Florida only if you have a genuine physical or operational reason to be there.
Frequently asked questions
Does the state I choose affect my US taxes as a non-resident founder?
Not for federal purposes. A single-member LLC owned by a non-resident is a disregarded entity regardless of state, and you file Form 5472 with a pro-forma 1120 either way. The state mainly affects annual filing fees, franchise taxes, and how much information becomes public.
Can I open a US bank account no matter which state I choose?
Generally yes, remote-friendly providers like Mercury, Wise Business and Relay work with LLCs from most states, but each has its own underwriting process and no outcome is guaranteed. Wyoming and Delaware entities tend to be the most familiar to these providers.
Do I need an ITIN to form an LLC or get an EIN?
No. You can get an EIN for your LLC using Form SS-4 without an ITIN or a US visa. An ITIN becomes relevant later if you need to file a personal US tax return or if a platform specifically requires one.
Is Wyoming always the cheapest option long term?
Wyoming's ongoing state fee is typically low and predictable, but New Mexico has no annual report requirement at all, which can make it slightly cheaper over several years. The right choice depends on whether you value that savings over Wyoming's broader familiarity with banks.
What happens if I forget to file Form 5472?
Missing or filing it late can trigger a penalty of $25,000 per violation, even if your LLC had no income that year. This applies no matter which state your LLC is formed in, so it should be treated as a non-negotiable annual task.
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