New York LLC vs Delaware LLC (2026)

Who you file with in New York and Delaware, and when

Our figures cannot rank the two over five years: New York's total counts the Annual Filing Fee, which not every LLC owes. Both totals are for an LLC formed and run in the same state, and leave out foreign registration and any tax that applies only above a revenue or owner threshold or after a tax election. New York's total also leaves out what the newspapers charge for publication.

The dates come from the same verified rules as our annual report deadline tool, applied to a sample formation date as of November 1, 2026, the day this page was built. Where a rule cannot name a date, the row says who to ask instead.

Business Climate: New York vs Delaware

Sources: U.S. Bureau of Labor Statistics, Business Employment Dynamics · U.S. Census Bureau, Business Formation Statistics (BFS)

See the full 50-state survival ranking.

Compare LLC Costs: New York vs Delaware

Filing Fees & Formation Costs

New York charges $200 to form an LLC, while Delaware charges $110. Delaware is $90 cheaper upfront. The cost that usually gets overlooked: if you form in Delaware but operate in New York, you must also register as a foreign LLC in New York (a $250 filing) and maintain a registered agent in Delaware (typically around $150 per year). We have not confirmed a full yearly total for what New York charges a foreign LLC, so this page gives no first-year total for the Delaware route. Speed isn't a basis for choosing between them: neither New York nor Delaware publishes a standard processing time, so any figure comparing the two is guesswork. Note that New York also requires newly formed LLCs to publish a newspaper notice (New York requires publication of the LLC's formation once a week for six successive weeks in two newspapers designated by the county clerk, within 120 days of formation, followed by a $50 Certificate of Publication. Newspaper rates are set by the newspapers, not the state), which adds to the true formation cost.

Taxes: New York vs Delaware

Both New York and Delaware levy a personal income tax on pass-through business income, and your LLC's profits will be taxed where you live and operate. Forming in Delaware doesn't change what a New York-based owner pays. New York LLCs with any income, gain, loss or deduction from New York sources owe an annual filing fee of $25 to $4,500, unless they have elected to be taxed as a corporation. An LLC taxed as a partnership pays by its NY-source gross income for the preceding tax year ($25 where that is $100,000 or less), and a disregarded single-member LLC pays a flat $25. Delaware LLCs owe a flat $400 annual LLC tax (no report required).

Privacy & Asset Protection

Delaware allows anonymous LLC formation. Member and manager names don't appear on routine public filings. Delaware's Certificate of Formation requires no member or manager names, and LLCs file no annual report, so ownership never appears on a public filing. New York doesn't offer that same privacy. The NY LLC Transparency Act (effective 2026) requires beneficial-ownership reporting to the state, and formation requires newspaper publication of the LLC's existence. A charging order is a court order that directs an LLC to pay a member's distributions to a creditor who has won a judgment against that member. New York's LLC act contains no exclusive-remedy provision. Delaware's LLC act makes the charging order the exclusive remedy, and says so for single-member LLCs specifically. "Exclusive remedy" means the act names the charging order as the only way a member's creditor can collect from that member's interest in the LLC. We are reporting what each section says, not what a court would do with your facts. One important caveat: if you register your Delaware LLC as a foreign LLC in New York, that New York registration is itself a public record, which can undercut much of the privacy benefit for a business that operates in New York.

Annual Maintenance Costs

New York LLCs file a biennial report ($9, due in the anniversary month, every two years), and Delaware LLCs file no annual report at all. If you form in Delaware while operating in New York, you take on both states' requirements and pay a Delaware registered agent roughly $150 per year. A Delaware LLC registered in New York as a foreign LLC still owes New York's own yearly charges, and a state can charge a foreign LLC a different amount from its own LLCs. We have not confirmed a full yearly total for what New York charges a foreign LLC, so this page gives no yearly total for the Delaware route. Confirm the amount with the state before choosing that route. Counting report fees and any entity-level tax, keeping a domestic New York LLC in good standing costs at least $29.50 a year (a report filed every two years is counted at half its fee). State tax and fee notes: New York LLCs with any income, gain, loss or deduction from New York sources owe an annual filing fee of $25 to $4,500, unless they have elected to be taxed as a corporation. An LLC taxed as a partnership pays by its NY-source gross income for the preceding tax year ($25 where that is $100,000 or less), and a disregarded single-member LLC pays a flat $25. Delaware LLCs owe a flat $400 annual LLC tax (no report required).

When Delaware Actually Makes Sense

Forming in Delaware makes sense in a few specific situations: you need anonymous ownership. New York puts owner or manager information on public filings and Delaware doesn't (usually via a holding company, since operating in New York still requires a public foreign registration there), you're raising venture capital or institutional investment. Many investors specifically prefer or require Delaware entities, your business genuinely operates in Delaware, with a real office, employees, or property there, or you're relocating to Delaware in the near future. For a typical small business based in New York, none of these usually apply. Registering a Delaware LLC to do business back home means $250 in New York foreign-registration fees, on top of Delaware's $110 formation fee, while New York's own biennial report runs $9 and is due in the anniversary month, every two years. When in doubt, form where you actually do business.

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