For founders outside the US
Form a Delaware LLC as a Non-Resident
Delaware is the right answer for a narrower set of founders than its reputation suggests. If you intend to raise money from US investors, the familiarity genuinely helps. If you are a solo founder running an online business, you are carrying legal infrastructure built for companies with shareholders and boards.
Why non-residents choose Delaware
- The Court of Chancery hears business disputes without a jury and produces predictable outcomes
- US investors and accelerators already know the paperwork, which removes friction in a funding round
- Decades of settled case law on how LLC agreements are interpreted
- No Delaware income tax on income that is not sourced in Delaware
- Well understood by US banks and payment processors
What a Delaware LLC costs
One price in every state. All state and government fees are included, so choosing Delaware over anywhere else does not change what you pay.
| What you get | Price | Billing |
|---|---|---|
| Formation Delaware filing, business tax number, registered agent, and operating agreement, with all state and government fees included | $399 | One-time |
| Managed LLC Ongoing compliance handled for you, including registered agent, annual filings, bookkeeping, and federal tax filing | $149 | Per month |
| A la carte compliance Pick individual services instead of the full plan | From $99 | Per year |
Processing takes about 3-5 business days once your filing reaches the state.
Tax and filing obligations
Delaware state tax
Delaware does not tax income earned outside the state, so a non-resident owner operating entirely abroad generally owes no Delaware income tax. Delaware does levy an annual franchise tax on LLCs, which is payable whether or not the company trades.
Federal filings you cannot skip
Owing no tax and having nothing to file are not the same thing. A foreign-owned single-member LLC generally must file Form 5472 with a pro forma Form 1120 every year, even with no revenue. The penalty for missing it is $25,000 per form, per year.
You will also need a business tax number, which you can obtain without a Social Security Number using Form SS-4. Keep the CP 575 confirmation notice the IRS sends afterwards, because it is issued only once and a replacement means requesting a 147C letter instead.
Privacy
Members and managers are not listed on the certificate of formation. Delaware is reasonably private, though the registered agent is on the public record.
Ongoing upkeep
An annual franchise tax due June 1, plus a registered agent. Delaware LLCs do not file an annual report, unlike Delaware corporations.
What to watch out for in Delaware
Delaware earns its reputation in situations most non-resident founders never encounter: negotiated shareholder disputes, venture financings, and board governance. If no investor or accelerator is specifically asking you for Delaware, the advantages are real but you will not use them, and Wyoming gives you a simpler company with better privacy.
Is Delaware right for you?
Best for: Founders planning to raise US venture capital, join a US accelerator, or issue equity to US investors.
Compare other states
Arizona LLC for non-residents
Founders who want low maintenance and do not need their ownership kept off the public record.
Florida LLC for non-residents
E-commerce sellers, Amazon FBA, real estate holdings, and founders in Latin America who value local banking familiarity.
New Mexico LLC for non-residents
Founders who want minimum maintenance and maximum privacy, holding companies, and long-lived entities that trade lightly.
Wyoming LLC for non-residents
Online businesses, consultants, SaaS, freelancers, and holding companies with no US physical presence.
Guides for international founders
Frequently asked questions
Is Delaware worth it for a non-resident founder?
Mainly if you are raising money from US investors or joining a US accelerator. Delaware provides legal infrastructure built for companies with shareholders and boards, which a solo online business will never draw on. If nobody is specifically asking you for Delaware, Wyoming gives you a simpler company with better privacy.
Does Delaware have a franchise tax on LLCs?
Yes. Delaware charges LLCs an annual franchise tax due by June 1. It is not calculated on revenue or profit, so it applies even in a year with no trading activity. On the Managed LLC plan this is handled for you as part of ongoing compliance.
Does a Delaware LLC file an annual report?
No. Delaware LLCs pay the annual franchise tax but do not file an annual report, unlike Delaware corporations.
Can a non-US resident form a US LLC?
Yes. There is no citizenship or residency requirement to own a US LLC. You do not need a green card, a visa, or to have ever visited the United States. Founders from more than 150 countries own US LLCs, and the formation process is identical to the one a US citizen follows.
Do I need a Social Security Number?
No. You do not need an SSN to form an LLC or to obtain a business tax number for it. The IRS online business tax number tool requires an SSN or ITIN, which is why most non-residents apply using Form SS-4 by fax or phone instead, writing "Foreign" in the field where a Social Security Number would go.
Do I need a US address?
You need a registered agent with a physical address in the state of formation, which is a service rather than something you provide. Your own mailing address on the paperwork can be your home address in any country.
Will I owe US federal tax on my LLC?
It depends on whether your income is effectively connected to a US trade or business. Many non-resident owners of single-member LLCs with no US employees, offices, or dependent agents have no US federal income tax liability. That is a question for a tax adviser about your specific facts, and it is separate from your filing obligations, which exist either way.
What do I have to file even if I owe no tax?
A foreign-owned single-member LLC generally must file Form 5472 together with a pro forma Form 1120 each year, even with zero revenue and zero tax due. The penalty for missing it is $25,000 per form per year, which makes it the most expensive filing mistake in this category.
Can I open a US business bank account from abroad?
Yes. Several US banking providers open accounts for non-resident owned LLCs remotely, without requiring a US visit. You will need the formation documents, your business tax number, and identification. Approval is at the provider's discretion and depends on your country and business type.
Does forming a US LLC reduce the tax I pay at home?
Generally no, and this is the most common misunderstanding. A US LLC does not change your tax position in your country of residence. Most countries tax residents on worldwide income, so your local obligations continue regardless of where the company is registered. Treat any US tax outcome as separate from, not a replacement for, what you owe at home.
How long does formation take?
State approval typically takes three to seven business days depending on the state. The business tax number is the slower step for non-residents, since the fastest routes are fax or a phone call to the IRS rather than the online tool.
Start your Delaware LLC today
All-inclusive formation with business tax number, registered agent, and operating agreement. No SSN or US address required.