Wyoming, Delaware or New Mexico: picking a state for your LLC

The moment the decision for a US LLC is made, a second decision demands attention: where to register it. Online, every option comes with its own congregation. One camp preaches Wyoming, a second Delaware, a third New Mexico — and each presents its candidate as the self-evident winner. What follows is a comparison built on the agencies’ own fee rules, with the official citation next to every number, and an argument for why this loudly debated question deserves less weight than almost any other in the project.

Two things first, stated without decoration. This article is information, not tax or legal advice. And its core finding goes at the top rather than the bottom: for anyone living in Germany, picking a state changes nothing whatsoever about German taxation. Whoever expects the “right” state to lower their tax bill has misread how the system works.

Three states, three sales pitches

Wyoming trades on a reputation as LLC-friendly, inexpensive and discreet. Delaware is corporate America’s traditional address, prized for a mature body of company law and a specialised court, the Court of Chancery — which is why so many large corporations call it home. New Mexico plays the budget card: minimal fees, no recurring report, no names on file.

So much for the brochures. Now the actual price lists.

Wyoming: 100 dollars up front, at least 60 per year

Filing articles of organization in Wyoming costs 100 US dollars. After that, an annual report falls due each year, and attached to it is a licence tax with a floor of 60 US dollars (source: Wyoming Secretary of State, Business Fees).

Because the underlying formula regularly confuses people, here it is spelled out: the tax amounts to 0.0002 US dollars for every dollar of assets located and employed in Wyoming — or the 60-dollar minimum if that produces more. A typical one-person LLC without a Wyoming warehouse, office or machinery lands on the minimum year after year. The statutory footing is the Wyoming Limited Liability Company Act — W.S. § 17-29-209 for the annual report, § 17-29-210 for the fees, both retrievable in the official statute text published by the Wyoming Legislature. Filing deadline is the first day of the anniversary month — the month in which the LLC was originally registered.

The result: low entry cost, very low recurring cost for small companies. Wyoming stacks no separate franchise tax on top; the licence tax fills that slot.

Delaware: a fresh price increase most guides missed

Delaware rewards anyone willing to open the statute, because two different annual-tax figures are currently circulating and both are accurate — for different tax years. No source is being sloppy here; the legislature simply changed the number mid-cycle. Step by step — and with one caveat up front: this change is recent, secondary sources lag behind it, and everything that follows rests on two primary documents, the bill detail page and the statute as published. Check both yourself before you rely on any date in this section.

The statutory fee for the certificate of formation stands at 70 US dollars (§ 18-1105(a)(3) Delaware Code, Title 6). The “roughly 110 dollars” you see quoted elsewhere is not the legal fee but the practical total once certified copies and add-ons are included. Both figures deserve naming: 70 dollars is what the law demands, the rest is optional extras.

The recurring cost carries more weight. A Delaware LLC files no annual report. Instead it owes a flat annual tax, payable each 1 June — for the calendar year before. That one-year lag explains the entire confusion.

Through House Bill 400 — an act amending the Delaware Code on fees and taxes administered by the Secretary of State — the annual tax rose from 300 to 400 US dollars. The bill detail page records the signing on 21 May 2026, and according to the bill’s synopsis, most fee changes start on 1 August 2026 while the annual-tax change for partnerships, limited partnerships and LLCs was made effective 1 January 2026.

Put on a timeline, this is our reading of those effective dates — plausible, consistent with the arrears logic, but young enough that it deserves confirmation rather than trust:

• The payment due 1 June 2026 settled tax year 2025, before the increase, and therefore still came to 300 US dollars.
• Tax year 2026, payable 1 June 2027, would be the first year billed at 400 US dollars.

Both amounts are documented, just in different places — which is precisely why both circulate. The statute itself, § 18-1107(b) Delaware Code as currently published, is unambiguous: every domestic LLC

“shall pay an annual tax … in the amount of $400.”

The instruction page of the Delaware Division of Corporations, meanwhile, still displayed 300 US dollars when we looked in July 2026 — no contradiction, but an accurate statement about the amount most recently collected. Whoever reads only one of the two sources walks away with the wrong picture. We give you both so you can verify it yourself.

The practical takeaway: anyone forming now should plan with 400 dollars, not 300. Miss the deadline and the Division of Corporations adds a 200-dollar penalty plus interest of 1.5 per cent per month on tax and penalty combined. And precisely because this number just moved, the standing rule applies with extra force — confirm the current figure and its first billing year with the agency before you file or pay.

For a small LLC without a genuine Delaware footprint, this makes Delaware the priciest recurring item of the three, and the gap just widened by a third. Delaware’s true strength — sophisticated company law and a specialised bench — pays off mainly where investors, layered ownership or an eventual listing enter the picture. The typical solo freelancer from Germany never cashes in on that advantage.

New Mexico: 50 dollars, nothing recurring — straight from the statute

On price, New Mexico takes the crown, and you need no provider blog to prove it: the number sits in the law. New Mexico Statutes § 53-19-63 fixes the Secretary of State’s fees for LLC filings and states verbatim that filing the original articles of organization and issuing the certificate of organization costs

“fifty dollars ($50.00)”

(NMSA § 53-19-63). An honest note on that citation: the state maintains no free official fee table of the kind Wyoming publishes, so we quote the statutory text as reproduced by a legal database — the words are the legislature’s, the website is not the state’s. Anyone who wants the amount from an authoritative source can cross-check the section in the official statutory compilation maintained by the New Mexico Compilation Commission, or confirm the fee with the Secretary of State directly before filing. LLCs in New Mexico owe no annual report, a rarity among the fifty states. And the articles of organization ask for neither members nor managers by name, which yields de facto anonymity towards the public register.

On paper, then: cheapest and quietest. Which is exactly why the temptation to decide on those two features alone is so strong.

Side by side

State	Formation fee	Recurring cost	Annual report?	Names on public file
Wyoming	100 USD	at least 60 USD/year (licence tax via annual report)	yes, each year	articles need no member names; the annual report carries a responsible signer
Delaware	70 USD by statute (~110 USD in practice)	400 USD from tax year 2026 per HB 400 (300 USD before)	no — flat tax only	certificate of formation needs no member names
New Mexico	50 USD (NMSA § 53-19-63)	none (no report)	no	none

Fee schedules move — Delaware just demonstrated how quickly. Verify current figures with the agency itself before filing.

One remark on the last column, where much of the marketing lives: not one of these states is genuinely “anonymous.” What differs is what the formation document asks for, not whether your identity stays secret. Wyoming and Delaware leave members out of the filing, though Wyoming’s annual report still needs a responsible person’s signature. New Mexico goes furthest because nothing recurring ever follows. To your bank, your payment processor and the tax office, none of this discretion means anything at all.

A formation we watched from the inside: Wyoming

For once this magazine can add something a fee table cannot deliver. In 2026, the publisher of Temple of Fortune went through the process himself — and settled on Wyoming.

No tax trick drove that choice, but an operational plan: the whole e-commerce operation was to move under the US entity, and against that requirement Wyoming’s combination of speed, low cost and absence of special hoops was what counted.

Speed delivered as advertised: payment went out on a Wednesday; the completed formation documents sat in the inbox a few days later. Set that beside a German GmbH formation — notary, commercial register, bank confirmation of share capital — and the difference in scale is real. That part of the LLC sales pitch holds up.

The honest half of the story: the formation turned out to be the simplest stage of the entire undertaking. Everything that followed — the bank account, the documentation demands, the German side of the ledger — swallowed far more time than the registration ever did. One concrete example from the publisher’s experience: the US-dollar account he ended up using came through Revolut, where he was already a customer, and even there the compliance checks were strict — the bank wanted a detailed description of the sales operation, including the plan to sell into the US market. The state on the certificate opened no doors at that stage; the paperwork about the actual business did. Judging the project by how fast the certificate arrives means measuring the flattest section of the route.

And the limit of this evidence should be spoken in the same sentence: one case, one provider, one moment in time. A single formation proves that Wyoming can move quickly — it proves nothing about whether Wyoming suits you.

Why the lowest price is not an argument

The table nudges the reader towards a snap verdict: New Mexico is cheapest, New Mexico wins. Three reasons say that logic is too short.

One: agency fees are a sliver of total cost. Every one of the fifty states requires a registered agent — a service-of-process representative with a physical in-state address. No official price exists for that service; it is a private market, providers publish their own rates, and those rates vary widely by provider and bundled scope — check current listings before budgeting. The structural point survives any exact figure: the agent is a recurring annual charge, and even at the cheap end of the market it outweighs a one-time gap of 50 dollars in filing fees within a year or two. Add bookkeeping, possible US tax filings and the German advice you cannot skip anyway, and the difference between a 50-dollar and a 100-dollar formation fee vanishes into rounding.

Two: anonymity is not a goal in itself, and in practice it buys less than it promises. New Mexico’s discretion covers the public register and stops there. The bank opening your business account, the payment provider running your checkout and the German tax office receiving your return all learn who stands behind the entity. Anyone chasing anonymity to hide assets or income is steering towards tax evasion — from which we expressly warn.

Three: substance decides. An LLC parked in a state you have no real link to is legally and fiscally more brittle than a structure matching the actual business. The cheapest paper address saves pocket money and can charge dearly somewhere else.

The part that actually matters: Germany ignores the state

Here is this article’s real headline. For anyone tax-resident in Germany, whether the LLC carries a Wyoming, Delaware or New Mexico stamp is irrelevant to German taxation. German law never asks where the company was formed. It runs a type comparison: does this entity, as it is actually constructed, look more like a German corporation or more like a partnership?

The controlling administrative guidance is the Federal Ministry of Finance letter of 19 March 2004 (reference IV B 4 - S 1301 USA - 22/04, Federal Tax Gazette I 2004, page 411). It lists the criteria against which the entity is tested — centralised management, limited liability, free transferability of interests, profit distribution, capital contributions.

Two disclosures, made openly. The letter is over two decades old and no longer freely retrievable from the Ministry’s website; the full text lives in the Federal Tax Gazette and in paid professional databases, so we cite the reference instead of linking. And a document from 2004 naturally raises the question of whether it still governs.

The best freely available evidence says it does — with a stated limit. The Federal Fiscal Court worked through exactly that catalogue in its decision of 18 May 2021 (I B 75/20), classifying an LLC formed under Colorado law as a corporation. The court leaned on centralised management, limited liability and profit distribution by management resolution. Worth underlining for practice: that the LLC counted as transparent for US tax purposes, and how many members it had, played no role in the German classification — payouts to the sole member were taxed as investment income. The decision is published in full at no cost, making it the most accessible primary source on the whole question. Its limit deserves the same sentence: this was a ruling in interim-relief proceedings (AdV), decided on summary examination, not a full-blown final judgment — and it is a single decision. That the 2004 catalogue keeps being applied is well supported; that every detail of your own structure will land the same way is exactly the kind of question that belongs with a tax adviser, not with an article.

The point stands regardless: the type comparison turns on the construction of the company, never on its state. Colorado appears in that case only because the LLC happened to be formed there — in Wyoming the test would have run identically. A freely available overview of the classification question comes from the German missions in the USA.

What decides, in other words, is how the entity is built and from where it is genuinely run. An LLC steered day to day from a living room in Germany can create a German permanent establishment — no matter whether the letterhead reads Cheyenne, Wilmington or Santa Fe. Unlimited German tax liability stays in place either way.

Ordering the decision properly

If an LLC at all, then in sequence. Step one is establishing whether an LLC fits your situation in the first place — the weighing against GmbH and sole proprietorship lives in LLC, GmbH or sole proprietorship. Only after that does the state question earn attention, and even then it sits near the bottom of the list.

Where a real connection to a state exists — customers, a warehouse, staff — that connection is a good reason to form there. Where none exists, decide soberly on cost and reporting duties, and let no anonymity pitch cloud the view.

Condensed: Wyoming is a sound, inexpensive default with light recurring duties. Delaware earns its keep almost exclusively with investors or complex cap tables — and since 2026 charges noticeably more for the privilege. New Mexico is the cheapest and quietest, but quiet is no stand-in for tax diligence. None of the three turns income tax-free for a German resident.

The bottom line

Choosing among Wyoming, Delaware and New Mexico is a cost decision of minor consequence, not a tax strategy. Formation fees diverge by tens of dollars, recurring duties by a few hundred. The decisions that carry real weight are made outside any US register: at your place of residence, in your actual activity, in your German tax position.

Resolve those with professional help before losing an evening to 50 versus 100 dollars of filing fee.

What the state does determine is a modest recurring bill — and that bill deserves a full view before you file: the complete breakdown, including the federal reporting duty most calculations skip, sits in LLC costs and ongoing obligations. The stage that genuinely devours weeks comes afterwards and is covered in US bank account and payments. The whole series is collected in the Emigration section.