Delaware vs Wyoming: Court of Chancery vs lower cost, franchise tax vs annual report, and when each makes sense.
By Shafwan Ahmed, Anonymousllc.co
Delaware offers the Court of Chancery — specialized business law judges that VC attorneys trust. Wyoming offers the same anonymity at dramatically lower ongoing cost ($60/year vs $300/year). Both states provide full member/manager non-disclosure on public filings. The decision comes down to one question: are you raising institutional venture capital?
Wyoming 5-year total: approximately $797 (formation $397 + 4 years × $100). Delaware 5-year total: approximately $1,767 (formation $407 + 4 years × $340). That\'s a $970 difference. Over 10 years, the gap widens to approximately $2,170. This is significant for founders who are not using the Court of Chancery.
Choose Delaware when: you plan to raise Series A or later institutional VC, your lead investor\'s attorneys require Delaware, you are building for acquisition by a Delaware parent company, or you need Court of Chancery dispute resolution. These are VC-specific use cases.
Choose Wyoming when: you are not raising VC, you are bootstrapping, you are forming a holding company, you are investing in real estate, you are freelancing, or you want the lowest total cost of ownership. Wyoming provides identical anonymity plus stronger DAPT pairing at lower cost.
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