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Comparison of Delaware, Wyoming and Nevada formation costs and annual fees for international founders

Best State to Form a US Company | Delaware vs Wyoming vs Nevada

Delaware if you are raising outside capital, Wyoming if you are bootstrapped and want the lowest ongoing cost, and Nevada rarely, because its privacy reputation does not survive contact with its own filing requirements. For most founders the state matters less than the internet suggests, because operating anywhere other than your state of incorporation usually means registering there as well.

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Comparison of LLC and C-Corp structures for founders based outside the United States

LLC vs C-Corp | Which US Entity Should a Foreign Founder Choose?

For a founder based outside the United States, a C-Corp is usually the right answer, and the reasons are rarely the ones given in general guides. An LLC is pass-through, which drags you personally into the US tax system, exposes you to a $25,000 penalty regime, and in the UK can produce double taxation that no treaty relief will fix. A C-Corp keeps the tax where the company is.

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delaware

Your Delaware Entity Isn’t Enough | Where You Must Register to Hire Across US States

Incorporating in Delaware does not entitle you to employ people in the other 49 states. Hiring in a new state creates two separate obligations: payroll tax registration, which is mandatory and immediate, and foreign qualification with that state’s Secretary of State, which depends on what your employee actually does. Getting the second one wrong can cost you the right to sue in that state.

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franchise tax

Delaware Franchise Tax | Why Your Bill Says $85,000 and How to Fix It

Delaware calculates franchise tax two ways. It bills you using whichever one it can work out without your financials, which is the Authorized Shares Method. For a company with 10 million authorized shares, that produces a bill of $85,165. Recalculating under the Assumed Par Value Capital Method usually brings it down to a few hundred or a few thousand dollars. The bill is a default, not a demand.

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