Delaware vs. Wyoming vs. Nevada: Annual LLC Fees Compared for Holding Companies

The Core Question for Every Holding Company Owner

"For a dormant holding company with no revenue, which state is cheapest to maintain annually between Delaware, Wyoming, and Nevada?"

This question dominates founder forums for a good reason. When an LLC exists purely to hold assets — equity in other companies, intellectual property, real estate interests — it generates no operating revenue to absorb its costs. Every dollar of state fees comes straight out of your pocket, every year, for as long as the entity exists.

The three states most frequently compared are Delaware (the legal gold standard), Wyoming (the low-cost pioneer), and Nevada (the privacy-focused alternative). The Delaware vs Wyoming vs Nevada annual fees comparison below covers every mandatory cost, so you can see the true total — not just the headline filing fee.

The Quick Answer: Wyoming Wins on Pure Cost

For a dormant holding company, the annual mandatory costs are:

Wyoming is the cheapest state to maintain LLC annually among the three — roughly one-fifth the cost of Nevada and one-fifth of Delaware. Over a 10-year holding period, that difference compounds to $2,400–$2,900 in savings per entity. If you run a multi-entity structure with several holding LLCs, multiply accordingly.

But the full picture involves registered agent costs, hidden minimums, and non-fee factors covered below — and there are specific scenarios where paying more for Delaware is rational.

Wyoming LLC: The Complete Annual Fee Breakdown

Wyoming built its reputation as the origin state of the American LLC (1977) and keeps costs deliberately minimal:

The Wyoming LLC annual report fee $60 applies to holding companies with less than $300,000 of assets located in Wyoming — which describes virtually every out-of-state holding structure. A dormant holding LLC with a budget registered agent runs about $85–$185 per year, all-in.

Wyoming also allows anonymous ownership through nominee structures and does not share member information on the public record, making it competitive with Nevada on privacy at a fraction of the cost.

Delaware LLC: The Complete Annual Fee Breakdown

Delaware's costs are higher, and its famous advantages matter less for LLCs than for corporations:

The Delaware franchise tax LLC $300 annual payment is a flat amount — simple, predictable, but five times Wyoming's minimum. Miss the June 1 deadline and Delaware adds a $200 penalty plus 1.5% monthly interest.

A dormant Delaware holding LLC runs about $350–$600 per year, all-in. What you get for the premium: the Court of Chancery's unmatched business case law, instant credibility with institutional investors, and the deepest bench of corporate attorneys in the country. For a pure passive holding entity that will never see litigation or outside investment, those advantages mostly go unused.

Nevada LLC: The Complete Annual Fee Breakdown

Nevada markets itself on privacy and no income tax, but it is the most expensive of the three to maintain:

The Nevada LLC business license fee $350 total (annual list + business license) applies even to completely dormant entities — Nevada explicitly requires the business license regardless of whether the LLC conducts any business. Combined with an agent, a dormant Nevada holding LLC runs about $400–$650 per year, all-in.

Nevada's historical privacy edge has narrowed: Wyoming offers comparable anonymity for less, and federal BOI reporting now requires beneficial ownership disclosure to FinCEN regardless of state. For most dormant holding companies, Nevada is hard to justify on cost.

Side-by-Side: Every Cost That Hits a Dormant Holding LLC

Here is the complete annual LLC maintenance cost by state comparison for a dormant holding company owned by an out-of-state founder:

Nevada's formation cost deserves attention: the $425 initial filing (articles + initial list + business license) is four times Wyoming's, so the gap starts on day one.

Note that none of these states tax passive holding income earned elsewhere — the income tax question is settled by where you live and where income is sourced, not where the LLC is registered.

5-Year Total Cost of Ownership

Projecting the full cost for a dormant holding LLC formed in 2026, including formation and five years of maintenance with a budget registered agent:

The lowest cost state for holding company LLC ownership over five years is Wyoming by a wide margin: Delaware costs 2.9× more, Nevada 4.1× more.

For multi-entity structures, the multiplier matters. A founder holding four subsidiary LLCs under one parent saves roughly $4,900 over five years by choosing Wyoming over Delaware for all five entities — money that buys real operational value elsewhere.

Beyond Fees: What Else Differs Between the Three States

Cost is the dominant factor for dormant LLC annual fees Delaware Wyoming Nevada comparisons, but four non-fee differences are worth knowing:

Legal Precedent

Delaware's Court of Chancery has 200+ years of business case law. If your holding company might face complex disputes — contested buyouts, fiduciary claims — Delaware's predictability has genuine value. Wyoming and Nevada have far thinner case law.

Privacy

Wyoming and Nevada both allow ownership anonymity on state records. Delaware requires no member names on formation documents either, but its registered agent files are more routinely subpoenaed. All three are equalized at the federal level by FinCEN BOI reporting — see our BOI report requirements guide.

Charging Order Protection

Wyoming and Nevada offer charging-order-exclusive remedies even for single-member LLCs by statute. Delaware's protection for single-member LLCs is less certain after case law developments. For asset-protection-focused holding companies, this favors Wyoming and Nevada.

Investor Expectations

If the holding company will ever seek institutional investment or convert to a C-Corp, Delaware is the default expectation of VCs and their counsel. Converting a Wyoming entity later is straightforward but adds a step — see our comparison of Delaware C-Corp vs Wyoming LLC for fundraising.

When the Cheapest State Is the Wrong Choice

Wyoming wins the pure cost race, but three scenarios justify paying more:

1. You plan to raise institutional capital through the entity. VCs expect Delaware. The $240/year premium is trivial against the friction of converting mid-fundraise.
2. The holding company will engage in complex multi-party agreements. Delaware's case law makes outcomes more predictable when sophisticated counterparties negotiate under Delaware law.
3. You already operate in one of these states. If you live in Nevada, a Nevada LLC avoids foreign qualification costs that would otherwise erase any savings from forming in Wyoming.

And one warning that applies to all three: if your holding company actively manages operations from your home state, your home state may require foreign qualification and its own fees regardless of where you formed. The out-of-state formation only stays cheap when the entity is genuinely passive. State-by-state registration fees are published by each Secretary of State — Wyoming's current fee schedule is available at sos.wyo.gov.

For state-specific compliance obligations after formation, see our state compliance guides.

Form Your Holding Company With Lovie

Lovie's AI-powered formation platform handles holding company formation in all three states:

1. Compare and choose — guided state selection based on your actual use case
2. Form in minutes — Wyoming, Delaware, or Nevada filing handled end-to-end
3. Registered agent included — no separate vendor to manage
4. Stay compliant automatically — annual report reminders, BOI filing, and franchise tax deadlines tracked for you

For a dormant holding company, the math is clear: Wyoming costs $109/year all-in, Delaware $350, Nevada $449. Pick the state that matches your entity's actual future — then let Lovie help you stay ahead of every fee and deadline so the holding company stays in good standing.