Texas vs Florida vs Wyoming vs Delaware: Where to Form Your LLC for the E-2 Visa
Where should a foreign investor form an LLC for the E-2 visa? Compare Texas, Florida, Wyoming, and Delaware on taxes, privacy, cost, and E-2 suitability.
By Buying America Editorial · Sat Jul 25 2026 · Business & LLC
One of the most common questions among foreign entrepreneurs evaluating the E-2 visa is: in which state should I form my LLC? The answer is not trivial. Each state offers different tax, operational, and regulatory advantages. This guide compares the four states most popular with international investors, whether you are coming from Canada, Latin America, Europe, or Asia.
Texas: the business giant
Texas has no state personal income tax and no traditional corporate income tax. Instead, it applies a Franchise Tax on gross revenue exceeding roughly US$2.47 million, with an effective rate of 0.375% for most businesses and 0.75% for retail and wholesale.
Advantages for the E-2 investor:
- No state income tax. Your US personal income only pays federal tax.
- Diversified economy. Texas is one of the largest job markets in the US, with hubs in energy, technology, health care, and logistics.
- Active real-estate market. Houston, Dallas, Austin, and San Antonio offer residential and commercial opportunities.
- Pro-business culture. Texas consistently ranks among the best states to do business.
- Cross-border trade. Proximity to major North American trade routes supports import/export operations under E-1 and E-2 treaties.
Disadvantages:
- Property taxes are high (1.6% to 2.5% of assessed value).
- The Franchise Tax is due annually even if your business turns no profit.
- The cost of living in Austin and Dallas has risen significantly.
Florida: the international hub
Florida also has no state income tax. Its business climate is especially attractive to international entrepreneurs thanks to established immigrant communities and direct flights to most major cities across the Americas and Europe.
Advantages for the E-2 investor:
- No state income tax. Same as Texas.
- Global financial gateway. Miami is a financial capital for the Americas, with an abundance of bilingual banks, attorneys, and accountants.
- Premium real estate. The Miami, Orlando, and Tampa markets continue to attract foreign capital.
- Tourism and hospitality. Ideal sectors for E-2 businesses that require substantial investment with predictable returns.
- Homestead exemption. Asset protection of up to US$50,000 of the assessed value of your primary residence.
Disadvantages:
- The cost of living in Miami is comparable to New York or San Francisco.
- Property insurance is expensive (hurricanes).
- The labor market in non-tourism sectors is less diverse than Texas.
Wyoming: the tax-friendly haven
Wyoming is the most tax-friendly state for LLCs in the US. It has no state income tax, no franchise tax, and no corporate income tax.
Advantages for the E-2 investor:
- Zero state corporate or personal taxes.
- Privacy. Wyoming allows nominee officers and does not publish the names of LLC members.
- Minimal maintenance cost. The annual report costs only about US$60.
- Charging order protection. A member's personal creditors cannot take control of the business, only receive distributions.
- Ideal as a holding company. Many entrepreneurs form the parent LLC in Wyoming and operate subsidiaries in other states.
Disadvantages for the E-2:
- USCIS expects the E-2 business to be active and to create jobs. A Wyoming holding LLC with no substantial operations does not qualify for E-2 on its own.
- Limited professional-services infrastructure.
- The local market is small; you will likely need to operate in another state.
Delaware: the corporate standard
Delaware is the legal domicile of more than 60% of Fortune 500 companies. Its Court of Chancery is the most respected corporate court in the world.
Advantages for the E-2 investor:
- Predictable legal precedent. If your business will have multiple investors or financing rounds, Delaware is the standard.
- Operational flexibility. Delaware LLCs allow highly customizable governance structures.
- Appeal to institutional investors. Venture capital and private equity funds prefer Delaware.
Disadvantages for the E-2:
- Delaware does have a corporate income tax (8.7%) and an annual franchise tax that can be high.
- For E-2, the business must have a real operating presence. If you incorporate in Delaware but your entire operation is in Texas or Florida, you pay twice: franchise tax in Delaware and the taxes of the operating state.
- Registered-agent and annual compliance costs are higher than in Wyoming.
Comparison table
| Factor | Texas | Florida | Wyoming | Delaware |
|---|---|---|---|---|
| State income tax | No | No | No | Yes (8.7% corporate) |
| Annual franchise tax | Yes (0.375%-0.75%) | No | No | Yes (variable) |
| Annual LLC cost | ~$300-$400 | ~$138 | ~$60 | ~$300-$500+ |
| Member privacy | Medium | Medium | High | Medium |
| Ideal for operating E-2 | Excellent | Excellent | Limited (as holding) | Good (if seeking VC) |
| Cost of living | Medium | High (Miami) | Low | Medium |
| Real-estate market | Very active | Very active | Limited | Medium |
Our recommendation
For most foreign entrepreneurs seeking an E-2 visa with a real operating business, Texas and Florida are the best options.
- Texas if your business is in energy, logistics, technology, construction, or manufacturing.
- Florida if your business is in hospitality, import/export, professional services, or premium real estate.
- Wyoming as a complement: form your holding company in Wyoming for asset protection and the operating LLC in Texas or Florida for the visa.
- Delaware only if you plan to raise capital from institutional investors in the short term.
Concrete steps
- Define your business. What exactly will you do in the US? This determines the state.
- Choose the structure. Single-member LLC (disregarded entity) or multi-member. Consult a CPA experienced in inbound taxation.
- Form the LLC. The process takes 1-5 business days depending on the state.
- Obtain the EIN. The IRS Employer Identification Number is free and can be obtained online.
- Open the bank account. Transfer your investment capital from your home country and document every transfer.
- Prepare the E-2 package. Business plan, evidence of investment, source of funds, and the consular petition or change of status.
Canadian investors have an added consideration: the Canada-US tax treaty can help avoid double taxation on income earned through a US LLC, but the treatment of pass-through entities differs on each side of the border. Coordinating your US structure with a cross-border accountant before you file is essential so that Canadian and US obligations line up.
At Buying America, our mission is to help foreign entrepreneurs move through each step of this process, from selecting the state to preparing the E-2 petition, so you can build your bridge to the United States with clarity rather than guesswork.
This article is for informational purposes only and does not constitute legal or tax advice. Consult an immigration attorney and a certified public accountant before making investment decisions.