If you are bootstrapping or running a solo/services business, pick an LLC. If you plan to raise venture capital, issue stock options, or sell equity, pick a Delaware C-Corp. Almost every other consideration — cost, paperwork, taxes — flows downstream from that single question: are you raising priced VC rounds, or not?
TL;DR
LLC = cheaper, simpler, pass-through tax, more privacy. Best for bootstrappers, freelancers, and small teams.
C-Corp = built for fundraising, stock options, and clean cap tables. Mandatory if you want VC money or a 409A/ISO plan.
Cost gap is real: a Wyoming LLC runs ~$299–$399/yr all-in; a Delaware C-Corp runs ~$800–$1,500/yr all-in.
Tax difference: an LLC is pass-through (profits taxed once, on your return); a C-Corp pays 21% federal corporate tax, plus a possible second layer on dividends.
This page is the verdict and the matrix. For the non-resident step-by-step, see the full guide.
Most founders overthink this choice.
The entity type is not a personality test — it is a function of your funding plan and your tolerance for paperwork. A C-Corp exists to hold investors and issue stock; an LLC exists to be flexible and cheap. Choose the one that matches the next 18 months of your company, not the dream pitch deck.
Below is the head-to-head.
LLC vs C-Corp: the comparison table
| Factor | LLC (Wyoming) | C-Corp (Delaware) |
|---|---|---|
| One-time filing fee | $100–$110 | from $180 |
| All-in annual upkeep | ~$299–$399 | ~$800–$1,500 (agent + CPA) |
| Annual state cost | $60 minimum annual report | Franchise tax from ~$400 + $50 annual report |
| Federal tax treatment | Pass-through (taxed once, on owners) | 21% corporate tax + possible dividend tax |
| Raise venture capital | Hard — VCs avoid LLCs | Yes — the standard VC structure |
| Stock options / ISOs | No clean equivalent | Yes (409A + option pool) |
| Privacy | Higher (Wyoming shields member names) | Lower (more disclosure) |
| Admin complexity | Low | Higher (board, bylaws, minutes) |
| Best for | Bootstrappers, solo, services | VC-track, equity, scale |
Read that table as a fork, not a scorecard.
The LLC column wins on cost, simplicity, and privacy. The C-Corp column wins on exactly one thing — fundraising — but for VC-track founders that one thing outweighs everything else. There is no "better" entity in the abstract; there is only the one that fits your funding path.
Choose an LLC if…
An LLC is the default for anyone not chasing a priced equity round.
You are bootstrapped, solo, or running a small services/agency business.
You want the lowest annual cost — roughly $299–$399/yr all-in for a Wyoming LLC.
You want pass-through taxation, so profits are taxed once on your return rather than at the company level.
You value privacy: Wyoming does not list member names in public filings.
You want to avoid board meetings, bylaws, and corporate minutes.
One catch for non-US owners: a foreign-owned single-member LLC must file Form 5472 plus a pro forma 1120 every year, even with $0 of activity, and the penalty for missing it is $25,000 per form. The structure is cheap, but the compliance is not optional.
Choose a C-Corp if…
A Delaware C-Corp is the structure investors expect to see.
You plan to raise venture capital or angel money in priced rounds — VCs generally will not invest in an LLC.
You want to grant stock options to employees (ISOs require a corporation and a 409A valuation).
You expect a clean cap table, a board, and a path to acquisition or IPO.
You can absorb ~$800–$1,500/yr in all-in upkeep, including Delaware franchise tax starting around $400.
You are building to scale and equity is part of how you hire.
The trade-off is the second layer of tax.
A C-Corp pays 21% federal corporate income tax on profits, and money distributed to shareholders as dividends can be taxed again at the individual level. Most early-stage startups reinvest rather than distribute, so the double-tax sting is theoretical until you are profitable — but it is the price of a fundraising-ready structure.
The default most founders should follow
When in doubt, match the structure to your funding reality.
StableCorp's default guidance is simple: Wyoming LLC for solo and bootstrapped founders, Delaware C-Corp for VC-track teams. If you are not actively planning to sell equity in the next year or two, the LLC saves you money and paperwork now — and you can convert to a C-Corp later when a term sheet is on the table. StableCorp also forms Indian LLP and Pvt Ltd entities and can onboard an entity you already have.
Getting paid is the same on both
Your entity choice does not change how StableCorp moves money for you.
Whether you form an LLC or a C-Corp, StableCorp takes you from formation → EIN → US bank account → USD and USDC/USDT payments → compliance — and an EIN is required to open that US bank account, since applications without one are rejected. For founders who later off-ramp stablecoins to INR, StableCorp runs compliant, purpose-code-based rails (the regulatory grey area is the DIY direct-wallet route, not this one).
The pricing is the other reason the entity choice does not box you in.
For clients incorporated with StableCorp, on-ramps are 1.5% and off-ramps 0.5%; direct off-ramp to INR is 1% and payroll for contractors is 1% (sometimes volume-negotiated) — versus a market that advertises ~2.9% but adds ~2% hidden FX, landing near ~5% effective. Both entity types plug into the same rails, so see pricing for the full breakdown.
Still deciding?
If you are a non-resident weighing the two, the mechanics matter as much as the verdict.
This page is the decision matrix; the full guide walks through the step-by-step of forming either entity from outside the US — EIN without an SSN, the Form 5472 catch, banking, and the rest. Pick your structure here, then execute there.
This is general information, not legal or tax advice. Costs, franchise taxes, and IRS rules cited are accurate as of June 2026; verify current guidance before filing.
Sources
IRS — Instructions for Form 5472 (foreign-owned LLC filing & $25,000 penalty) — https://www.irs.gov/instructions/i5472
IRS — Form SS-4, Applying for an EIN — https://www.irs.gov/businesses/small-businesses-self-employed/how-to-apply-for-an-ein
Delaware Division of Corporations — fees & franchise tax — https://corp.delaware.gov/
Wyoming Secretary of State — Business Division (filing & annual report fees) — https://sos.wyo.gov/Business/Default.aspx
IRS — Corporate tax (21% federal corporate income tax rate) — https://www.irs.gov/forms-pubs/about-form-1120