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State comparison

Delaware vs Wyoming

Delaware vs Wyoming — the two most popular US states for foreign founders. Here's the unfiltered comparison: when to pick Delaware, when Wyoming wins, and why most VCs still prefer Delaware.

Side-by-side

Detailed comparison.

All the criteria that matter to foreign founders choosing a US state for incorporation.

CriterionDelawareWyoming
Best forVC-backed startups, expecting outside equityBootstrap, holding companies, privacy-focused
State corporate tax8.7% (only on Delaware-source income; foreign income exempt)0% — no state corporate tax
Personal income tax0% on out-of-state income for non-residents0%
Annual franchise tax$400 (min) to $200,000 (max) for C-Corp$60 (min) — among the lowest in US
PrivacyDirector names public; shareholders notStrong — no director/officer disclosure required
Court systemCourt of Chancery — most experienced in business lawStandard state court — less developed business case law
VC investor familiarityHighest — default for VC-backed startupsLower — VCs may push for re-domestication
Stripe / Brex / Mercury supportYes (default)Yes
QSBS (Section 1202) eligibilityYes — same as any US stateYes
Recommended forVC-fundable startups, traditional SaaSSingle-owner LLCs, holding companies, privacy-conscious

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