Which US state is best to incorporate in?
Quick answer
If you're raising US , Delaware is the default — investors know and trust it. If you're bootstrapped and just want low cost, states like Wyoming or Nevada can be cheaper. The right choice depends mainly on whether you'll raise from US investors.
The main options
- Delaware — the standard for startups raising venture capital. Investors are familiar with its well-established company law and courts, and most term sheets assume a Delaware C-Corp. The trade-off is an annual franchise tax and registered-agent fees. If you want US VC money, this is almost always the answer.
- Wyoming / Nevada — popular for bootstrapped or smaller companies: lower fees, no state income tax, and privacy. Fine if you're not raising institutional US capital.
- Your operating state — if you'll actually operate in one US state, you may need to register there anyway, which can reduce the benefit of incorporating elsewhere.
Our honest take
Don't overthink it. Raising (or planning to raise) US venture capital? Delaware C-Corp, done — it's what investors expect. Bootstrapping with no VC plans? A cheaper state is fine. Match the choice to your funding path.
General information only — confirm current rules and your specific situation with a CA or company secretary before acting.