Company Incorporation in Delaware for Non-Residents: A Complete Guide

Delaware, USA, has become one of the most attractive business destinations in the world for entrepreneurs, investors, and startups. Known as the “Incorporation Capital of America,” Delaware is home to more than 1.9 million registered companies, including over two-thirds of Fortune 500 companies. The state’s flexible corporate laws, business-friendly tax system, and efficient legal framework make it especially appealing for non-residents seeking Delaware company incorporation in the United States.

If you’re a non-resident looking to establish a company in Delaware, this guide will walk you through the benefits, requirements, process, and the role of a virtual office in setting up your business successfully.

Why Incorporate in Delaware?

There are several reasons why Delaware is the top choice for international entrepreneurs:

Business-Friendly Legal System – The Delaware Court of Chancery specializes in corporate law, offering efficient dispute resolution.
Tax Advantages – No state corporate income tax on revenue earned outside Delaware.
Privacy Protection – Delaware allows anonymity of company owners (no need to list shareholders publicly).
Ease of Incorporation – Companies can be formed online within 24–48 hours.
Investor Confidence – Venture capitalists and investors prefer Delaware companies due to its established corporate framework.

Can Non-Residents Incorporate in Delaware?

Yes, absolutely. Delaware law does not require you to be a U.S. citizen or resident to incorporate a business. Non-residents can own 100% of the company and serve as the sole director and shareholder.

The two most popular structures are:

Limited Liability Company (LLC) – Flexible, tax-efficient, and popular with small to medium-sized businesses.
Corporation (C-Corp) – Best suited for startups seeking venture capital or planning to go public.

Key Requirements for Delaware Company Incorporation

Non-residents must meet the following requirements to incorporate:

Company Name – Must be unique and compliant with Delaware naming rules.
Registered Agent – A Delaware-based registered agent is mandatory to receive official documents.
Business Address – Non-residents can use a virtual office in Delaware for correspondence and compliance.
Company Structure – Choose between LLC or Corporation.
Incorporation Documents – File Certificate of Formation (for LLC) or Certificate of Incorporation (for Corporation).
Filing Fees – State filing fees typically range from $90 to $150, depending on entity type.

Federal vs. Delaware Incorporation: A Comparison

Feature	Delaware Incorporation	Other U.S. States Incorporation
Tax on Out-of-State Income	No corporate tax on income earned outside DE	Many states tax income regardless of origin
Privacy	No public disclosure of shareholder names	Varies by state, often requires disclosure
Legal System	Specialized Court of Chancery	General state courts
Popularity with Investors	Preferred by VCs and IPO-ready companies	Less recognized internationally
Filing Speed	24–48 hours online	Varies, often longer

Step-by-Step Guide to Delaware Company Incorporation for Non-Residents

Choose Business Entity – Decide between LLC and Corporation.
Select a Company Name – Conduct a name availability search.
Hire a Registered Agent – A mandatory requirement for Delaware companies.
Prepare and File Documents – Submit Certificate of Formation (LLC) or Incorporation (Corporation) to the Delaware Division of Corporations.
Obtain an EIN (Employer Identification Number) – Required for tax purposes and opening a U.S. bank account. Non-residents can apply directly with the IRS.
Open a U.S. Bank Account – Usually requires visiting the U.S., but some fintech providers and international banks support remote applications.
Set Up a Virtual Office – Provides a Delaware address for official correspondence and credibility.

Benefits of a Virtual Office in Delaware

A virtual office is essential for non-residents because it provides:

A Local Delaware Address – Required for compliance and building credibility.
Mail Handling & Forwarding – Ensures you receive IRS, legal, and banking correspondence anywhere in the world.
Professional Image – A Delaware business address makes your company appear well-established.
Flexibility – Operate your U.S. company remotely without needing physical space.

Taxation for Non-Resident Delaware Companies

Delaware offers attractive tax benefits:

Tax Type	Delaware Rate	Notes
State Corporate Tax (in-state)	8.7%	Only on Delaware-earned income
State Corporate Tax (out-of-state)	0%	No tax on income earned outside Delaware
Franchise Tax (Corporations)	$175–$200,000	Based on authorized shares
Franchise Tax (LLCs)	Flat $300	Due annually

Non-resident companies are still subject to U.S. federal taxes on U.S.-sourced income.

Delaware Business Statistics

Over 1.9 million businesses are incorporated in Delaware (2024 data).
68% of Fortune 500 companies are Delaware corporations.
Each year, more than 250,000 new companies are registered in Delaware.

Final Thoughts

Delaware continues to be the leading destination for company incorporation in the United States. Its tax advantages, privacy protections, and investor-friendly laws make it especially appealing for non-residents. By combining incorporation with a reliable Delaware virtual office address service, you can establish a strong business presence in the U.S. while managing your company from anywhere in the world.

With proper planning and professional support, incorporating in Delaware as a non-resident can be a strategic move to expand your global business footprint.