Wyoming vs Delaware vs New Mexico: Which State for Your LLC?

Wyoming, Delaware, New Mexico: these are the three states that come up every time an international entrepreneur looks for where to form an LLC. Each has a reputation, sometimes a myth. This guide compares them in a factual and qualitative way — privacy, standing with investors, annual obligations, credibility — to help you decide based on your project, not on internet folklore. No tax promises here: that side is a professional's domain.

How do you choose the state for your LLC as a non-resident?

First thing to understand: a non-resident with no physical presence in the U.S. has no required state of operation. Unlike a U.S. resident who often forms their company where they live and work, you are free to choose the most advantageous state on structural criteria.

Three concrete criteria drive the decision:

• Privacy. Some states do not publish owners' names in their public records — a legitimate discretion argument, separate from any tax consideration.
• Annual obligations. Annual report, state fees, possible franchise tax: their weight varies widely from one state to another.
• Credibility and reputation. Depending on your activity (service, e-commerce, fundraising), how a state is perceived by your clients or investors can matter.

An LLC can be formed in any of the 50 states. But for a non-resident, three stand out. Let's see who each one is right for.

In short: with no U.S. presence, you choose your state freely; the right choice depends on your need for privacy, your budget for annual obligations, and your project (fundraising or not).

Wyoming: who is it for, and why?

Wyoming is the default choice for the majority of international entrepreneurs, and that is no accident. It combines three qualities rarely found together as well elsewhere.

• High privacy. Wyoming does not publish members' (owners') names in its public records. Your identity therefore does not appear by default in the state's database.
• Light formalities. The annual report is simple and recurring obligations remain moderate, with no Delaware-style franchise tax.
• Serious credibility. Wyoming is a recognized and well-established formation state. A Wyoming LLC inspires trust with clients, payment platforms and partners, without the "offshore" image that some other jurisdictions can project.

It is the ideal profile for a service, freelance or e-commerce activity with no fundraise anticipated: privacy, simplicity and a solid image in one place.

To go deeper on this specific state, see our dedicated guide Wyoming LLC: the complete guide.

Delaware: who is it for, and why?

Delaware enjoys a worldwide reputation — often overrated for a freelancer's case. Its real strength lies elsewhere: it is the absolute reference for investors.

• Reference corporate law. Delaware has case law and specialized courts (the Court of Chancery) that investment funds know inside out. For a fundraise, it is a reassuring standard.
• Often a C-Corp, not an LLC. Key point: equity investors generally prefer a Delaware C-Corporation over an LLC. If your project targets VCs, the question is not only "which state" but "which structure."
• An annual franchise tax. Delaware imposes a recurring franchise tax, on top of the annual report. It is an obligation cost to factor in, with no equivalent in Wyoming for a simple LLC.

In short: Delaware shines for startups anticipating a raise, often as a C-Corp. For an activity with no investors, its advantage over Wyoming is limited, and it adds obligations.

To understand when to choose one structure or the other, see our guide LLC or C-Corp: which structure to choose?.

New Mexico: who is it for, and why?

New Mexico is the choice of discretion and a tight budget. Less talked about than its two neighbors, it has a strength many are looking for: it asks for very little.

• Strong public privacy. New Mexico is known for offering one of the strongest levels of privacy: owners' names do not appear in the state's public records.
• No annual report. Unlike Wyoming and Delaware, New Mexico requires no recurring annual report — one fewer annual obligation, and therefore a reduced maintenance cost.
• Discreet recognition. The flip side: New Mexico is less known as a formation state. For a highly visible B2B activity or one seeking a "premium" image, this discretion can be a slight drawback.

It is the ideal profile for a simple, low-fee activity where privacy matters more than the state's recognition.

In short: Wyoming for balance, Delaware for investors (often as a C-Corp), New Mexico for the strongest privacy and the fewest obligations.

The full comparison table

Here is a qualitative comparison of the three states on the criteria that truly matter for a non-resident. No figures are shown: fees change and depend on your package — what structures your choice are the criteria below.

• Privacy: Wyoming and New Mexico clearly stand out; Delaware is more exposed.
• Investors: Delaware dominates, but often via a C-Corp, not an LLC.
• Obligations: New Mexico is the lightest (no annual report); Delaware the heaviest (franchise tax).

What about the other 47 states?

The three states above are not a closed list. An LLC can be formed in any of the 50 states — they simply come up most often for non-residents because they combine privacy, light obligations and recognition.

In certain specific situations (a real physical presence in a state, a locally regulated activity, a specific wealth-planning goal), another state may be relevant. These are minority cases, to be analyzed individually.

What does Statecove recommend?

Our recommendation is simple and fits into three cases:

1. Wyoming by default. For the vast majority of international entrepreneurs — service, freelance, e-commerce, agencies — with no fundraise planned. It is the best balance of privacy, simplicity and credibility.
2. Delaware if raising capital. If equity investors are on the agenda, Delaware becomes relevant — often as a C-Corp rather than an LLC. The structure is then decided together with the state.
3. New Mexico if privacy or budget. If your priority is the strongest privacy and the fewest recurring obligations (no annual report), New Mexico is the most economical choice.

For the overall view of the formation journey — state, registered agent, EIN, bank — see our pillar guide How to form a U.S. LLC as a non-resident. And once the company is in place, the next step is often to open a bank account for your LLC.

Choosing the state is not an end in itself: it is a decision in service of your project. If you want to validate it with confidence, tell us about your situation — together we will confirm the state and the structure that fit you.