Guides · Wyoming vs Delaware

Wyoming or Delaware, for a Non-Resident LLC

Last updated 5 August 2026
A lit architectural model of a city skyline on a desk

First Class Citizen puts both states on their own comparison and labels both of them a top pick. That is not indecision. It is the actual answer, because the two states are answering two different questions.

They recommend Wyoming for LLCs, on lower annual operating costs and flexibility, with no corporate income tax and no annual franchise tax. That is the case for a company built to trade.

They recommend Delaware for a startup ecosystem, on strong legal protections for shareholders and strong business laws, with no state income tax if you operate in other states. Their FAQ adds the line that usually settles it: investors prefer Delaware, if you are going to look for angel investors or venture capital.

What neither state does is decide your tax bill. An LLC is a pass-through, and as their page puts it, as a non-US citizen you pay taxes where you have your residency.

Side by side

What First Class Citizen publishes about each state

Their comparison is two cards, and the wording on each is short enough to take at face value.

Wyoming. Recommended for LLCs, on lower annual operating costs and flexibility. No corporate income tax or annual franchise tax.

Delaware. Recommended for a startup ecosystem, on strong legal protections for shareholders and strong business laws. No state income tax if you operate in other states.

Read those twice and the shape of the decision appears. Neither card argues about tax outcomes for the owner. One is about the cost and flexibility of running the thing. The other is about who is going to read your paperwork later and what they expect to see.

Both cards carry a top-pick badge on their own page. Nobody is being steered. The question they are quietly asking you is what kind of company you are building, and that question has an answer before you get anywhere near a form.

Two top picks, two different companies. Which one you are building is the actual question.

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Wyoming

Who the Wyoming LLC is for

Wyoming is the one their page recommends for LLCs specifically, and the reason they give is running cost rather than tax cleverness. Lower annual operating costs and flexibility, with no corporate income tax and no annual franchise tax at the state level.

That fits the founder whose company exists in order to invoice. Clients pay the company, the company holds the banking, the company keeps running next year and the year after. Nothing about that job needs a courtroom or a term sheet, and everything about it is sensitive to what the structure costs to carry.

There is a second Wyoming point in their FAQ, and it is a structural one. The shares in a Wyoming LLC can be held inside another Wyoming LLC or a Wyoming Trust, for additional asset protection. That is a layer above the company rather than a feature of it, and their own page names the direction of travel: more complex setups such as holdings or trusts, as a later step rather than a first one.

On privacy, the only thing worth repeating is what their inclusion list actually says. A registered agent is included, and they list it as more privacy. They leave it at those two words, which is a smaller claim than the internet usually makes about Wyoming.

One number their service page and their LLC FAQ never publish is what Wyoming's annual report actually costs. The state itself does: Wyoming's Secretary of State publishes an annual report license tax of sixty dollars or two-tenths of one mill on the dollar of assets located and employed in Wyoming, whichever is greater, and states plainly that an entity with three hundred thousand dollars or less in assets pays sixty dollars. That is the state's own schedule, not First Class Citizen's fee, and whether it sits inside their maintenance fee is exactly the kind of question to put to their team before you pay.

Delaware

Who the Delaware LLC is for

Delaware earns its place on their comparison for a different reason entirely, and it has almost nothing to do with the first year of trading.

Their card names strong legal protections for shareholders and strong business laws, and their FAQ fills in the mechanics: Delaware does not impose income tax on corporations registered in the state which do not do business in the state, and shareholders who do not reside in Delaware need not pay tax on shares in the state. Corporations is their word, quoted as printed, in an answer about LLCs.

Then comes the sentence that decides it for most people who choose Delaware. Investors prefer Delaware, if you are going to look for angel investors or venture capital. That is the whole case, stated plainly by the people selling it. You are not buying a tax position. You are buying a paperwork format that the people you intend to raise money from already know how to read.

Which makes this a question about your next five years rather than your next five invoices, on their own framing: the raising route points one way, the operating-cost route points the other.

One gap worth naming, because it is the first thing an informed buyer will look for. Their Wyoming card explicitly says no annual franchise tax. Their Delaware card says nothing about a franchise tax in either direction. That silence is a question for their team before you pay, and this page is not going to fill it in.

What does not change

The parts that are identical either way

A surprising amount of what people think rides on this decision does not ride on it at all. On their own published terms, the following is the same in both states.

What you need to form it. Their FAQ's printed list runs company name, business address, registered agent, share count, par value, registered agent and incorporator, closing with nothing else required by law to create a corporation. The duplication and the stock vocabulary are theirs, quoted as found, and the list is the same whichever state you pick.

The formation itself. Incorporation documents in 24 to 48 hours, published with no state distinction anywhere on the page. Their own terms add the sensible caveat that completion time depends on the service and is communicated to the client before purchase.

The EIN. Their page describes submitting your forms to the federal agencies, and publishes no state-by-state difference for that number. The timing is covered on the US LLC guide, which is also where the rest of what the EIN unlocks lives: business banking, and payment processors such as Stripe or PayPal.

What comes with it. A registered agent and a virtual address in the state you select. Mail forwarded, and mail scanned and uploaded to their Sovereign Lounge dashboard, with the one-folder-per-company detail coming from their 2023 FAQ answer, and questions answered through a private channel to Miquel Gironès' team rather than an email queue.

The year after. The annual filing and paperwork are handled as part of the engagement, with the first year included. The company can be dissolved at any point.

The state is one field on a two minute form. It is far easier to choose than to change.

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The tax question

What their pass-through wording says about the states

This is where the state choice gets loaded with weight it cannot carry, so it is worth being exact.

An LLC allows for pass-through taxation. Its income is not taxed at the entity level. Any income or loss passes through to the owner or owners, who report it on their personal returns and pay any necessary tax where they have their residency. That is First Class Citizen's own published mechanic, and it applies whichever state is on the certificate.

So read the two cards for what they say and not for what they imply. No corporate income tax in Wyoming, and no Delaware state income tax if you operate in other states, are statements about state-level company tax. They are not statements about what the owner owes in the country the owner actually lives in.

Their own worked example is Paraguay. A resident there, on their published example, reports LLC profit as foreign income and does not need to pay tax on it. That is a territorial tax system doing the work, not the state on the paperwork, and it is their example rather than a description of you.

What your own position would be depends on where you are resident, what your current country does about people who leave, and what you actually do for a living. No page can answer that, and any page that tries is guessing about a stranger. It is the first thing the call settles, and it is worth settling before the state question, not after.

The moment of the decision

Where the choice actually gets made

Here is the practical reason to have this decided in advance, and it is the part their page states without drawing attention to it.

The state is part of step one of the intake. Choose your LLC name. Choose your state of registration. Provide some basic information. Pay for the service. The form is published as a two minute job, and the state is one field inside it.

What happens next is fast by design. Their own wording is that their robots start handling all the paperwork for you, instantly, and the incorporation documents follow inside 24 to 48 hours. That speed is the product. It also means the window between paying and being incorporated somewhere specific is genuinely short.

Their published policies are the other half of the picture. Refund requests can be initiated within one business day of payment if a mistake has been made by the customer, with eligibility assessed case by case. Cancellations are considered on the validity of the reason given, and once service processing has commenced, refunds are not granted.

Whether changing your mind about the state counts as that kind of mistake, and what it costs once the filing has gone in, is not published on their service page or in their LLC FAQ. Which is the whole argument for treating this as a decision to make before the form rather than during it. Their team is reachable directly, and this is exactly the sort of question to put to them first.

The price

What it costs, in either state

Everything above comes before the number on purpose, because the figure only makes sense once you know what sits under it. What is being bought is not a filing. It is the company plus the year that follows it.

First Class Citizen publishes a one-time set-up fee of $1,000 and a yearly maintenance fee of $299. The set-up covers the registered agent, the virtual address in the state you select, the incorporation documents in 24 to 48 hours, the EIN, and direct access to Miquel Gironès' team through Telegram. All filing fees and expedited processing are listed as included. The annual filing and paperwork sit under the maintenance fee, with the first year included.

They also publish, plainly, that the brand does not offer discounts. They leave room for bonuses or credits toward future services on occasion, particularly for existing clients, but the price is the price.

And here is what the pricing does not tell you, stated rather than papered over. They publish one figure, not a Wyoming figure and a Delaware figure, and they list filing fees as included without saying anywhere whether the number is the same in both states. No state annual-report or franchise-fee amount appears on their service page or in their LLC FAQ, the two places their formation answers live. Whether the price moves with the state, and what happens if a state's own annual fee runs past the maintenance fee, are both unanswered in public and both worth asking before you pay.

Two top picks, two different companies. Which one you are building is the actual question.

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The blanks

What their pages do not settle

Four things this page will not invent, because they are not published and a confident guess on a subject like this is worse than a blank.

Whether the state can be changed later. Nothing on their service page or in their FAQ addresses moving an existing company from one state to the other, or what that would cost. Dissolution is available at any point, and the price of that is not published either.

The Delaware franchise position. Named explicitly on the Wyoming card, absent from the Delaware card. Silence in a comparison is not the same as a no.

What the maintenance fee covers from year two. The first year is included and the annual filing and paperwork are named. Whether the registered agent, the address and the mail handling all continue to sit inside that same figure is not itemised.

The state fees themselves. No state-level amount for either state appears on their service page or in their LLC FAQ. The Wyoming figure earlier on this page is the state's own schedule, not theirs.

None of that is a reason to avoid forming the company. It is a reason to have the short conversation first, with the state already decided and these four questions in your hand.

The proof

Client wins from the Hall of Wins

Antonio Leao
Client
"You have the record for the fastest ITIN we have ever processed. We did it in 37 days."
Davide Vignoli
Client
"My ITIN was delivered in 1 month and 2 weeks. Really happy with the process and I am gearing up for my trip to Miami now."
Thor M.
Client
"Got my ITIN within 6 weeks thanks to you and the whole team. I just filled out a form and waited and it came to my mail."
Chris M.
Client
"I got the ITIN as promised, FASTER than I was promised. I got the corporation and everything is done, and whenever I have a question I get my answers right away."
Michael Niziolek
Client
"Got my ITIN in 40-50 days and now I have 2 credit cards already. The experience has been amazing with hands-on support from the team."
Andrew Menechian
Client
"The LLC is fine, the EIN was fine, the ITIN's all good, got the bank accounts remotely, so everything went pretty good."
Neil Ateem
Client
"The process was super quick and easy. Whoever is behind the scenes in your team, they are on it, very communicative."
Povilas
Client
"I have a company in Lithuania doing $5-6m in ad spend through my debit card. I didn't know AMEX existed until I met Miquel and he explained how I was leaving money on the table."
Client reports five of five credit limit increases approved through the card apps, the largest two at 9,000 dollars eachChase approval email for an Ink Business Preferred card at a 5,000 dollar limit, opened on a fresh ITINClient tells the team the Chase bank account is open and the card received, shown in the Chase appClient opens Capital One and Bank of America on day one; the team confirms both and lines up Chase nextClient's written testimonial: six personal and business bank accounts opened with Chase, Bank of America and Citibank in one weekClient reports an American Express Platinum approval in Germany within two days, using a US address and Global Card TransferClient thanks the team after the Miami trip for the help with the US bank cardsClient reports after the Miami trip: the Atmos card arrived, new bank accounts for the corporation, and a Florida driving licenceClient opens a Bank of America account while resident in Greece, then moves on to Citibank for the second accountClient's Chase appointment done: account, debit card and credit card all approved, heading to the second appointmentClient confirms the Bank of America travel rewards credit card came through

Real client wins, straight from the Hall of Wins.

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FAQ

Should a non-resident form an LLC in Wyoming or Delaware?
First Class Citizen labels both a top pick, because they suit different companies. They recommend Wyoming for LLCs, on lower annual operating costs and flexibility, with no corporate income tax or annual franchise tax. They recommend Delaware for a startup ecosystem, on strong legal protections for shareholders and strong business laws, with no state income tax if you operate in other states.
Why does First Class Citizen recommend Wyoming for LLCs?
Their stated reasons are lower annual operating costs and flexibility, with no corporate income tax and no annual franchise tax. Their FAQ adds that the shares in a Wyoming LLC can be held in another Wyoming LLC or a Wyoming Trust for additional asset protection, which is a later structural step rather than part of the company itself.
When is Delaware the better choice?
Their FAQ states it directly: investors prefer Delaware, if you are going to look for angel investors or venture capital. It also states that Delaware does not impose income tax on corporations registered in the state which do not do business in the state — corporations is their word, in an LLC answer — and that shareholders who do not reside in Delaware need not pay tax on shares in the state.
Does the state change how much tax I pay?
An LLC is a pass-through, so it is not taxed at the entity level. Income passes to the owner, who reports it and pays any necessary tax where they hold their residency. The state-level points on both cards are about company tax in that state, not about what the owner owes where the owner lives. What applies to you depends on your own residency and history, which is what the assessment call establishes.
Does the price differ between Wyoming and Delaware?
Their pricing block publishes one set of figures rather than a price per state, and lists all filing fees and expedited processing as included. Whether anything about the number changes with the state is not published, and no state annual-report or franchise-fee amount appears on their service page or in their LLC FAQ. Ask their team before you pay.
Can I change the state after the company is formed?
Their pages do not address it. What they do publish is that the paperwork starts immediately after payment, that refund requests can be initiated within one business day of payment where the customer has made a mistake, assessed case by case, and that refunds are not granted once service processing has commenced. So the state is a decision worth making before the form rather than after it.
Is one state faster to incorporate in than the other?
Their published timeline is incorporation documents in 24 to 48 hours, stated with no distinction between the two states. Their terms add that the estimated completion time for any service is communicated to the client before purchase.
What is included either way?
A registered agent, a virtual address in the state you select, all filing fees and expedited processing, the incorporation documents in 24 to 48 hours, the EIN, and direct access to Miquel Gironès' team through Telegram. Mail is forwarded, and scanned and uploaded. Annual filing and paperwork are handled, with the first year included, and the company can be dissolved at any point.

Settle the state before you fill in the form

The assessment call covers which state fits what you are actually building, how the company sits against where you are tax resident, and the questions their pages leave open. Free, qualified, and direct about what applies to you.

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Miquel Gironès, Founder and CEO of The First Class Citizen
Expert review: Miquel Gironès
Founder & CEO, The First Class Citizen