Which State Should a Non-Resident Choose?
If you have spent any time researching U.S. business formation from outside the country, you have probably run into confident, contradictory advice. Wyoming is the best. No, Delaware is the best. Actually, Florida is best for banking. You should always choose Wyoming, no exceptions.
None of these statements is wrong, exactly. They are just incomplete. Each one describes a real advantage that one state has over the others in a specific situation, stripped of the context that made it true.
This guide compares Florida, Wyoming, and Delaware for foreign founders on the factors that actually affect your business: formation cost, annual compliance, privacy, banking, and how well each state fits different kinds of businesses. Jorofy is based in Florida, and we default many clients there, but that is not the same as saying Florida is automatically right for you. We will explain when it is, and when Wyoming or Delaware makes more sense instead.
By the end, you should be able to make an informed first decision about where to Form Your LLC, even if you decide to talk it through with our team before filing.
Quick Answer: Florida vs. Wyoming vs. Delaware
| Factor | Florida | Wyoming | Delaware |
|---|---|---|---|
| Formation fee | $125 (Articles of Organization + registered agent designation) | $100 | $110 |
| Annual filing | Annual Report, due May 1 | Annual Report, due first day of formation anniversary month | No annual report for LLCs |
| Annual state fee/tax | $138.75 | $60 minimum (greater of $60 or $0.0002 per dollar of Wyoming assets) | $300 for the 2025 tax year (paid by June 1, 2026); rising to $400 for the 2026 tax year, first paid by June 1, 2027 |
| Franchise tax | None | None | Flat annual LLC tax described above (Delaware calls this an “alternative entity tax,” not a franchise tax in the corporate sense) |
| State income tax | None | None | None on income earned outside Delaware |
| Late penalty | $400 flat, no exceptions | Administrative dissolution roughly 60 days after the due date if unpaid | $200 plus 1.5% monthly interest |
| Privacy | Member/manager names appear on the Annual Report, which is public | Articles of Organization do not require member or manager names | Certificate of Formation does not require member names; a registered agent is listed publicly |
| Banking perception | Familiar to most U.S. banks; strong local infrastructure | Familiar to fintech and neobanks; less familiar to some traditional branch banks | Very familiar to banks, especially for startups planning to raise funding |
| Best for | Founders with real Florida ties, operations, or banking relationships | Solo founders, consultants, online businesses seeking low cost and simplicity | Businesses expecting investors or a more complex ownership structure |
| Main drawback | Public annual report includes member/manager details | Some banks and payment processors are less familiar with Wyoming entities | Highest ongoing cost of the three, and largely unnecessary for simple single-owner businesses |
Every figure above reflects the fee published by the relevant Secretary of State or Division of Corporations as of August 2026. Delaware’s LLC tax increase, in particular, is worth double-checking closer to your filing date, since the new $400 rate does not apply to payments made before June 1, 2027 for the 2026 tax year.
Florida LLC for Non-Residents
Florida is one of the most commonly chosen states for non-resident founders, and not only because Jorofy is headquartered there. It combines low ongoing costs with a large, banking-friendly economy that many international founders already have some familiarity with.
Formation Cost
Filing Articles of Organization with the Florida Division of Corporations costs $125, which is made up of a $100 filing fee and a $25 registered agent designation fee. Filing happens through Sunbiz, the state’s official portal, and Florida does not require in-person filing or a Florida address to own the LLC. You do need a registered agent with a physical Florida street address.
Annual Report
Florida requires every LLC to file an Annual Report each year between January 1 and May 1. The fee is $138.75. This is not a financial statement. It confirms or updates basic details on file, such as your principal address, mailing address, and registered agent.
The deadline is fixed at May 1 regardless of when your LLC was formed during the prior year, and there is no grace period. Miss it, and Florida adds a non-negotiable $400 late fee, bringing the total to $538.75. If the report and fees remain unpaid past the third Friday in September, the state administratively dissolves the LLC. If your LLC is formed partway through 2026, your first Annual Report is not due until 2027, between January 1 and May 1.
Privacy
Florida is not an anonymous filing state, and Jorofy will not describe it that way. The names and addresses of LLC members or managers appear on the Annual Report, which becomes part of the public record on Sunbiz. If keeping your name off public filings is a priority, Florida is not the strongest option on that specific point, though a registered agent service still keeps your personal address off the public filing even if your name appears.
Banking
No state guarantees bank account approval, and Florida is no exception. What Florida does offer is familiarity. Most U.S. banks and fintech platforms process Florida LLC applications routinely, and Florida’s status as a major business hub means bankers, accountants, and compliance teams tend to recognize the state’s paperwork without extra questions. That familiarity can shorten onboarding friction, though it will not override a bank’s own KYC requirements around your identity, business model, or source of funds.
Why Jorofy Often Defaults to Florida
Jorofy is a Florida-based company, and for founders whose business plans, banking relationships, or broader U.S. presence already point toward Florida, forming there can be the simplest path. Our team files with Sunbiz regularly, understands the Annual Report timeline in detail, and can flag issues before they become late fees. That local infrastructure genuinely makes the process easier to manage for a large share of our clients.
It does not make Florida automatically cheaper or better for every founder. A solo consultant with no U.S. operations and no Florida ties may find Wyoming’s lower annual cost and stronger privacy protections a better fit. We would rather tell you that upfront than default you into a state that does not match your situation.
Wyoming LLC for Non-Residents
Wyoming was the first state to create the LLC structure, and it has built its reputation on low cost, minimal ongoing obligations, and strong privacy protections.
Formation Cost
Filing the Articles of Organization with the Wyoming Secretary of State costs $100. Wyoming does not offer expedited processing, but online filings through the state’s WyoBiz system are typically processed quickly since there is no separate queue for standard versus rush filings.
Annual Report and License Tax
Wyoming requires an Annual Report each year, due on the first day of your LLC’s formation anniversary month rather than a fixed calendar date. The fee is called a license tax, and it is the greater of $60 or $0.0002 per dollar of assets located and employed in Wyoming. For the large majority of foreign-owned LLCs with no Wyoming real estate, inventory, or equipment, the license tax lands at the $60 minimum. Filing online typically adds a small card processing fee.
If the report goes unfiled, Wyoming moves faster than most states toward administrative dissolution, typically within about 60 days of the due date.
Registered Agent
Wyoming requires a registered agent with a physical Wyoming address, the same as Florida and Delaware. Commercial registered agent services in Wyoming commonly run in the range of $50 to $200 per year.
Privacy
This is where Wyoming stands out. The state’s Articles of Organization and Annual Report do not require member or manager names to be disclosed on the public filing. Compare that to Florida, where names appear on the Annual Report, or Delaware, where at least one authorized person is typically named at formation. Wyoming’s approach does not make an LLC untraceable. Beneficial ownership information, IRS records, and your bank’s KYC file all still exist and can be accessed by the appropriate authorities. It simply means casual public searches of state records are less likely to surface your name.
Banking
Wyoming LLCs are well recognized by fintech-style business banking platforms that many non-resident founders already use. Some traditional branch banks are less familiar with Wyoming entities than with Florida or Delaware ones, occasionally asking more questions during onboarding, though this varies by institution and has generally narrowed as Wyoming LLCs have become more common.
When Wyoming Genuinely Beats Florida
Wyoming tends to make the most sense for solo founders, consultants, and online or digital service businesses with no physical presence, employees, or customer base tied to Florida specifically. If your total U.S. footprint is a website, a handful of international clients, and a business bank account, Wyoming’s lower annual cost and stronger baseline privacy can outweigh Florida’s local familiarity.
When Wyoming May Not Be the Best Choice
If your business will have real Florida operations, such as a warehouse, staff, or a Florida-based customer base, forming in Wyoming while operating in Florida usually means registering as a foreign LLC in Florida anyway, and paying both states. At that point, the simplicity Wyoming offers on paper disappears in practice. Wyoming can also be a less natural fit if you expect to raise outside investment, since investors and their counsel are generally more familiar with Delaware’s legal framework.
Delaware LLC for Non-Residents
Delaware’s reputation rests less on cost and more on its legal infrastructure, which matters most once a business grows beyond a single founder running a straightforward operation.
Formation Cost
Filing a Certificate of Formation with the Delaware Division of Corporations costs $110. Same-day and next-day expedited processing are available for an additional fee if needed.
Annual Tax
Delaware LLCs do not file an annual report, which simplifies the paperwork side of compliance. Instead, every domestic and foreign LLC registered in Delaware owes a flat annual tax, due by June 1 each year, regardless of income, revenue, or whether the LLC did any business at all.
This figure is in the middle of a legislated increase. Delaware’s House Bill 400, signed into law in May 2026, raises the LLC annual tax from $300 to $400. The increase is technically effective for the 2026 tax year, but the higher amount is first reflected in payments due June 1, 2027. Payments made by June 1, 2026 for the 2025 tax year remained at $300. Budget for $400 per year going forward, and confirm the current figure directly with the Delaware Division of Corporations if you are filing close to a tax year boundary.
Missing the June 1 deadline adds a $200 penalty plus 1.5% monthly interest on the unpaid balance.
Registered Agent
Delaware requires a registered agent with a Delaware address, priced similarly to Florida and Wyoming, generally in the $50 to $300 per year range depending on the provider.
Privacy
Delaware’s Certificate of Formation is a short document that does not require member names, similar to Wyoming. A registered agent’s information appears publicly. Delaware is not a fully anonymous filing state either, and ownership information is still available through beneficial ownership reporting and your bank’s records.
Business-Law Reputation and Investor Considerations
Delaware’s Court of Chancery is a business court staffed by judges rather than juries, with over a century of case law specifically addressing corporate and LLC disputes. That predictability is a major reason Delaware is the default choice for venture-backed startups, companies with multiple investors, or businesses with complex operating agreements involving several classes of membership interest. Investors and their legal counsel are often more comfortable working within a legal framework they already know well.
Why Delaware Can Be Unnecessary for a Simple Foreign-Owned LLC
If you are a solo founder running a straightforward consulting, e-commerce, or service business with no plans to raise institutional investment, Delaware’s higher annual tax and added registered agent cost often buy you legal infrastructure you will never use. The Court of Chancery matters when ownership disputes or complex investor agreements are involved. It matters far less for a single-member LLC invoicing clients and paying its own bills.
Florida vs. Wyoming vs. Delaware: Detailed Comparison
| Factor | Florida | Wyoming | Delaware |
|---|---|---|---|
| Initial formation cost | $125 | $100 | $110 |
| Annual compliance | Annual Report, May 1 deadline | Annual Report, anniversary-month deadline | No annual report; annual tax only |
| Annual state cost | $138.75 | $60 minimum | $300 (rising to $400) |
| Franchise/entity tax | None | None | Flat annual LLC tax |
| Privacy | Member/manager names public | Member/manager names not required on filing | Member names not required; registered agent listed |
| Registered agent required | Yes | Yes | Yes |
| Banking familiarity | High, especially with traditional banks | High with fintech platforms, moderate with some traditional banks | High, especially for startups |
| Investor suitability | Adequate for most non-investor-backed businesses | Adequate for most non-investor-backed businesses | Strongest fit if outside investment is expected |
| Foreign-founder suitability | Strong if there is a genuine Florida connection | Strong for solo, low-complexity, or online businesses | Strong for businesses anticipating growth, multiple owners, or investors |
| Administrative simplicity | Moderate, fixed May 1 deadline to track | High, low cost, minimal filings | High for LLCs, since there is no annual report to file |
| Potential downside | Public disclosure of member/manager names on Annual Report | Some banking friction with a subset of traditional institutions | Highest ongoing cost; more structure than most simple LLCs need |
None of these states is a universal winner. The right fit depends on where you plan to operate, what your banking needs look like, and whether outside investment is part of your plan.
Which State Is Best for Different Types of Foreign Founders?
Choose Florida if…
- You already have banking relationships, customers, suppliers, or partners based in Florida.
- You want the option of eventually adding a physical U.S. address, warehouse, or local staff in Florida.
- You value working with a formation provider that has deep, hands-on familiarity with the state’s filing system and deadlines.
- Your business model does not require the added legal complexity Delaware offers.
- You are comfortable with member and manager names being part of the public Annual Report.
Choose Wyoming if…
- You are a solo founder or small team running a location-independent online business.
- Minimizing annual state cost is a priority.
- Keeping your name off the public state filing matters to you, understanding that this is not full anonymity.
- You have no plans for U.S. employees, offices, or a Florida-specific customer base.
- You are comfortable using fintech-style banking platforms rather than relying solely on a traditional branch bank.
Choose Delaware if…
- You expect to raise money from angel investors or venture capital.
- Your ownership structure includes multiple members, investor classes, or complex profit-sharing arrangements.
- You want the option of converting to a Delaware C-Corp later without changing states.
- You are prepared to pay a higher annual tax in exchange for a well-established legal framework.
If You Are a Solo Founder Running an Online Business
Wyoming or Florida both work well here, and the decision often comes down to whether you have any genuine Florida ties and how much weight you place on the privacy difference between the two.
If You Expect Investors
Delaware is worth the additional cost. Most institutional investors and their lawyers expect to see a Delaware entity, and using a different state can add friction or additional legal work later when you convert.
If You Already Operate in Florida
Forming in Florida directly avoids paying for a Wyoming or Delaware entity and then registering as a foreign LLC in Florida anyway, which would mean covering two states’ annual fees instead of one.
If You Have No U.S. Physical Presence
Evaluate your banking plans first, since your chosen state affects nothing about federal tax obligations but can affect how quickly a bank or fintech platform processes your application. Wyoming and Florida both work for founders operating entirely from outside the U.S.
If You Plan to Hire U.S. Employees
Once you have employees working from a specific state, that state’s payroll tax registration, workers’ compensation rules, and employment law generally apply regardless of where your LLC was formed. At that point, forming in the state where your employees are based often simplifies compliance more than any of the three states discussed here.
Does the State Where You Form Your LLC Determine Where You Pay Taxes?
No, and this is one of the most misunderstood parts of U.S. company formation. Forming an LLC in Florida, Wyoming, or Delaware does not mean that state is automatically the only one that matters for tax or registration purposes.
State tax and registration obligations generally follow business activity, not just the state of formation. Relevant factors include:
- Where the business has a physical presence, such as an office or warehouse.
- Whether the business has employees working in a particular state.
- Whether the business has economic nexus in a state, meaning a significant level of sales or transactions there even without a physical presence.
- Whether the LLC needs to register as a foreign entity in any state where it actively conducts business.
If your Wyoming LLC operates entirely from outside the U.S. with no employees or physical presence in any state, Wyoming may be the only state you deal with. If that same LLC later opens a warehouse in Texas, it will likely need to register as a foreign LLC in Texas and meet Texas’s own compliance requirements, separate from anything owed to Wyoming.
Federal taxation is a separate question from state selection entirely. A non-resident-owned, single-member LLC is generally treated as a disregarded entity for federal tax purposes, with its own filing obligations to the IRS regardless of which state it was formed in. This is general information, not individualized tax advice, and your specific structure should be reviewed with a qualified tax professional.
Privacy: Florida vs. Wyoming vs. Delaware
Privacy is not a single setting that a state turns on or off. It is worth separating out what is actually public in each case.
Public state records: Florida discloses member and manager names on the Annual Report. Wyoming and Delaware do not require this information on their standard formation filings.
Beneficial ownership information: Regardless of state, beneficial ownership reporting obligations exist at the federal level and are not avoided by choosing a particular state of formation.
Registered agent information: All three states require a registered agent, and that agent’s name and address are part of the public record in every case.
IRS information: The IRS holds ownership and tax information for every U.S. entity regardless of formation state, and this is not public information in the way state filings can be.
Banking and KYC information: Every bank or fintech platform collects identity and ownership information as part of account opening, independent of what appears on your state filing.
No state offers a fully anonymous LLC. Be cautious of any provider, including Jorofy, that uses that word without qualification. What differs between states is how much identifying information appears on the specific document that is searchable by the general public.
Banking Friendliness: Does Your LLC State Matter?
State selection is one input among many when it comes to bank account approval, and not the deciding one. Banks and fintech platforms typically evaluate:
- Your EIN and formation documents
- Your passport and identity verification
- Your business address
- Your registered agent details
- Beneficial owner information
- Your business model and expected transaction volume
- Source of funds
- Your customer geography
- Any existing U.S. presence
- Standard KYC and AML compliance checks
Choosing Florida, Wyoming, or Delaware does not guarantee an easier approval process, and no formation provider can promise one. What tends to matter more is having clean, consistent documentation and a business description that clearly matches your actual activity. If you are planning ahead for this step, our guide on how to [LINK: open a U.S. business bank account remotely] walks through what most banks and fintech platforms require from non-resident founders.
What Does It Actually Cost to Maintain the LLC?
Formation fees get most of the attention, but total cost of ownership over several years tells a more complete story.
A Florida LLC’s main recurring cost is the $138.75 Annual Report fee, with no separate franchise tax. A Wyoming LLC’s main recurring cost is the $60 minimum license tax. A Delaware LLC’s main recurring cost is the flat annual tax, currently transitioning from $300 to $400.
Beyond the state fee itself, every option in this comparison also involves a registered agent fee (commonly $50 to $300 per year depending on the state and provider), federal tax filing obligations, and any bookkeeping or professional support you choose to use. Banking costs vary by provider rather than by state.
The lowest initial formation fee does not necessarily produce the lowest total annual cost. Wyoming’s $100 formation fee is the cheapest of the three to start, but if your business actually operates in Florida, forming in Wyoming and then registering as a foreign LLC in Florida means paying both states every year, which usually costs more than simply forming in Florida from the start.
What Foreign Founders Should Do Before Choosing a State
- Identify where the business will actually operate.
- Determine whether there will be U.S. employees.
- Determine whether there will be U.S. offices or facilities.
- Identify your expected banking and payment needs.
- Determine whether outside investors are expected.
- Compare annual compliance costs across your shortlisted states.
- Compare privacy considerations against your own priorities.
- Check registered agent requirements and costs in each state.
- Consider federal and state tax implications with a qualified professional.
- Determine whether foreign qualification may apply in a state beyond the one you form in.
Simple Decision Checklist
Choose Florida if:
- You have real business, banking, or operational ties to Florida already.
- You want a provider with deep local filing experience.
- You are comfortable with member and manager names appearing on the public Annual Report.
- You do not need Delaware’s investor-facing legal framework.
- You want a straightforward, well-understood state for U.S. banking purposes.
Choose Wyoming if:
- You run a fully remote, location-independent business.
- Minimizing annual cost is a top priority.
- You want stronger baseline privacy on your state filing.
- You have no current plans to raise outside investment.
Choose Delaware if:
- You are actively planning to raise investment or bring on multiple owners.
- You want the option to convert to a C-Corp later without re-forming in a new state.
- You are comfortable with a higher annual tax in exchange for legal predictability.
Still unsure? There is no universally best state for every non-resident founder. The right choice depends on where you operate, your business model, your banking needs, your investor plans, and your long-term goals. Our team can walk through your specific situation and help you Form Your LLC with Jorofy in the state that actually fits it.
FAQ
What is the best state to form an LLC as a non-resident?
There is no single best state for every non-resident. Florida, Wyoming, and Delaware each serve different situations well, depending on your operations, banking needs, and whether you plan to raise investment.
Is Florida a good state for a foreign-owned LLC?
Yes, particularly if your business has genuine ties to Florida or you value working with a provider based there. Florida charges no franchise tax and no state income tax, with a $138.75 Annual Report fee as the main recurring state cost.
Is Wyoming better than Florida for a non-resident LLC?
It depends on your business. Wyoming generally costs less to maintain each year and offers stronger baseline privacy on the state filing, which tends to suit solo, fully remote businesses. Florida can be a better fit if you have real Florida-based operations or banking relationships.
Why do foreign founders choose Delaware?
Mainly for its well-established business law and the Court of Chancery, which matters most for companies expecting outside investment or a more complex ownership structure.
Which state has the lowest LLC annual costs?
Wyoming, with a $60 minimum annual license tax for most small LLCs, compared to $138.75 in Florida and $300, rising to $400, in Delaware.
Does the state where I form my LLC determine where I pay taxes?
No. Tax and registration obligations generally follow where your business actually operates, including employees, offices, and economic activity, not just your state of formation.
Does LLC state affect U.S. business banking?
It can affect how familiar a bank is with your paperwork, but it does not guarantee approval. Banks evaluate your EIN, identity documents, business model, and source of funds regardless of formation state.
Can a non-U.S. resident form a Florida LLC?
Yes. Florida does not require U.S. citizenship or residency to form or own an LLC.
Do I need a U.S. address to form an LLC?
You need a registered agent with a physical address in your state of formation, but you do not need to personally live in or visit the United States to form or own an LLC in Florida, Wyoming, or Delaware.