Wyoming vs. Delaware LLC for Real Estate: The 2026 Privacy Battle
Key Takeaways
- Delaware is for startups raising VC money; Wyoming is for holding assets.
- Wyoming offers "Charging Order Protection" superior to many states.
- Privacy: Wyoming does not list members on public records.
When it comes to forming an LLC for real estate, two states consistently rise to the top of the conversation: Delaware and Wyoming. However, for the average real estate investor, the choice is often misunderstood.
The Delaware Myth
Delaware is the gold standard for C-Corps and venture-backed startups. Why? Because the Court of Chancery is highly predictable for corporate litigation. But unless you plan to go public or raise millions from VCs, Delaware's benefits might be overkill—and even expensive—for a simple real estate holding company. Franchise taxes can be higher, and registered agent fees add up.
Why Wyoming Wins for Real Estate
Wyoming invented the LLC in 1977. It was designed specifically for asset protection. For real estate investors, Wyoming offers strict Charging Order Protection. This means if you are sued personally (e.g., car accident), a creditor often cannot force the sale of company assets or seize the membership interest. They can only get a "charging order" on distributions—which you can simply choose not to make.
The Cost Breakdown
Wyoming is often cheaper. The annual report fee is minimal (often based on assets in state, which for a holding company might be zero if assets are elsewhere, though checking specific 2026 statutes is required). Delaware has a flat franchise tax that can be higher.
Conclusion
For holding passive assets like real estate, Wyoming's privacy (no members listed on public state database) and strong asset protection laws often make it the superior choice over Delaware for the private investor.