Methodology
How we ranked these states
Rankings weight five holding-company-specific factors: (1) Anonymity — whether member names appear on public SOS filings, since holding company owners typically prioritize privacy; (2) Franchise-tax cost — recurring state-level tax on the holding LLC itself, which adds up when the company is passive and generates no revenue; (3) Asset-protection depth — charging-order exclusivity, single-member protection, and anti-reverse-veil-piercing statutes; (4) Parent-subsidiary structure support — whether the state's LLC statute cleanly supports a holding LLC owning membership interests in operating subsidiaries; (5) Registered-agent ease — cost and compliance burden for a non-resident owner maintaining a holding LLC with no physical operations in the state.
Rankings
Top 5 states for LLC formation — head to head
Sortable by filing fee, annual fee, franchise tax, anonymity, and asset protection. Last verified 2026-10-23.
| Rank | State | Filing Fee | Annual Fee | Franchise Tax | Anonymity | Asset Protection | Best For |
|---|---|---|---|---|---|---|---|
| #1 | New Mexico $50 filing · $0 annual report · No franchise tax · Members not on public record | $50 | $0/yr | None | A+ | A | Passive holding company with maximum anonymity and zero ongoing state fees |
| #2 | Wyoming Series LLC · Charging-order exclusivity · Anonymous · $100 filing | $100 | $60/yr | None | A+ | A+ | Holding companies where charging-order protection and Series LLC are priorities |
| #3 | Delaware Court of Chancery · Anonymous filing · Institutional standard | $90 | $300/yr | $300/yr alternative entity tax | A | A | Holding companies in institutional or investor-backed multi-entity structures |
| #4 | Nevada Strong asset protection · No income tax · Anonymous filing | $75 | $350/yr | None (but $200 initial + $200/yr business license required) | A | A | Holding companies with Nevada ties seeking strong privacy and asset protection |
| #5 | South Dakota Nation-leading trust laws · No income tax · $50/yr | $150 | $50/yr | None | B | A | Holding companies paired with trust structures for complex asset protection planning |
Anonymity and asset protection scores reflect charging-order exclusivity, member name disclosure requirements, and the depth of the state's LLC statute. Filing fee and annual fee are verified against each state's Secretary of State portal. Click any state name to go to the full step-by-step formation guide.
Deep dives
Why these states rank at the top
#1 — NM
New Mexico
- Filing fee
- $50
- Annual fee
- $0/yr
- Franchise tax
- None
- Anonymity
- A+
- Asset protection
- A
New Mexico is the premier choice for a passive holding company LLC. It is the only state in the U.S. with NO annual report requirement — once formed, there are no recurring state fees, ever. The $50 filing fee is among the lowest in the country. Member names are not required on the Articles of Organization — only the registered agent appears on public record, making New Mexico the most anonymous formation state available. No franchise tax. For a holding company that owns interests in other LLCs, real estate, or intellectual property and generates no active revenue, New Mexico's zero-overhead structure is ideal. Limitation: New Mexico's LLC statute is less developed than Wyoming's — no explicit statutory charging-order exclusivity for single-member LLCs, and case law is thin. For founders who need the strongest possible asset protection, Wyoming is the better choice despite its $60/yr annual fee.
Full guide →#2 — WY
Wyoming
- Filing fee
- $100
- Annual fee
- $60/yr
- Franchise tax
- None
- Anonymity
- A+
- Asset protection
- A+
Wyoming is the strongest formation state for a holding company that prioritizes maximum asset protection alongside anonymity. The Wyoming LLC Act provides explicit charging-order exclusivity as the sole remedy for personal creditors — protecting both single-member and multi-member LLCs. Series LLC availability allows a single Wyoming holding LLC to hold multiple asset classes (property interests, IP, operating company interests) in legally separate series cells. No member name disclosure on SOS filings. No state income tax. No franchise tax. The $60/yr annual report is the only recurring state cost. For a holding company where the risk of litigation is material (e.g., the underlying assets are real estate with tenant liability, or an operating business with employment exposure), Wyoming's charging-order exclusivity is worth the modest annual fee premium over New Mexico.
Full guide →#3 — DE
Delaware
- Filing fee
- $90
- Annual fee
- $300/yr
- Franchise tax
- $300/yr alternative entity tax
- Anonymity
- A
- Asset protection
- A
Delaware is the standard formation state for holding companies in institutional, private-equity, or venture-backed structures. The Court of Chancery provides predictable, sophisticated resolution of intra-company disputes — critical for holding companies with complex operating subsidiary relationships or multiple investors. Member names are not required on the Certificate of Formation. Delaware charging-order protection is strong with well-developed case law. The $300/yr alternative entity tax is the primary cost drag — for a passive holding company with no revenue, this is pure overhead. Delaware's LLC statute explicitly supports tiered entity structures (holding LLC owning subsidiary LLCs), and institutional lenders and investors expect Delaware formation. For a purely private, non-institutional holding company, Wyoming or New Mexico provide equivalent or better protection at lower cost.
Full guide →#4 — NV
Nevada
- Filing fee
- $75
- Annual fee
- $350/yr
- Franchise tax
- None (but $200 initial + $200/yr business license required)
- Anonymity
- A
- Asset protection
- A
Nevada has strong asset protection statutes and member privacy — members do not appear on public SOS filings. No state income tax. No franchise tax on the LLC itself. Nevada's charging-order protections are robust, and the state has explicit anti-reverse-veil-piercing provisions in its LLC statute. The critical caveat: Nevada's true annual cost is misleadingly high for a passive holding company. In addition to the $75 filing fee, Nevada requires a $200 initial business license (one-time) plus $200/yr license renewal plus $150/yr annual report — the total year-2+ cost is $350/yr for an entity that holds no active Nevada operations. For a holding company with no Nevada business activity, this is pure overhead that Wyoming eliminates at $60/yr. Nevada is strongest when there is a legitimate Nevada business presence alongside the holding structure.
Full guide →#5 — SD
South Dakota
- Filing fee
- $150
- Annual fee
- $50/yr
- Franchise tax
- None
- Anonymity
- B
- Asset protection
- A
South Dakota is the premier choice for holding companies that are designed to work alongside trust structures. South Dakota has arguably the strongest domestic asset protection trust (DAPT) laws in the U.S.: no rule against perpetuities, self-settled spendthrift trusts permitted, 2-year statute of limitations for fraudulent transfer claims (the shortest in the U.S.), and strong spendthrift provisions. When a holding LLC is paired with a South Dakota DAPT as the LLC's member, the combined structure provides layered asset protection that few states can match. No state income tax. No franchise tax. $150 filing + $50/yr annual report. Member names are publicly listed on SOS filings (no anonymity advantage for the LLC layer — the trust structure provides the privacy). Best for sophisticated multi-layer structures involving LLC + trust planning.
Full guide →FAQ
Best states for LLC — common questions
What is a holding company LLC and why does formation state matter?
A holding company LLC is a legal entity that exists to own assets — such as membership interests in operating LLCs, real estate, intellectual property, or financial investments — rather than to operate a business directly. The holding company structure separates valuable assets from operational liability: if an operating subsidiary is sued, the holding company (and the assets it holds) is insulated from that liability. Formation state matters for a holding company more than for an operating business because: (1) the holding company is typically a permanent structure, so recurring annual costs accumulate; (2) the holding company's primary purpose is asset protection, so charging-order strength and anonymity matter more than operational factors; and (3) a passive holding company has no 'home state' in the traditional sense, giving the founder a genuine choice of formation jurisdiction without foreign-qualification pressure.
Should I use Wyoming or New Mexico for my holding company LLC?
The choice between Wyoming and New Mexico depends on your priority between asset protection and cost. New Mexico wins on cost: $50 one-time filing, zero annual fees, and maximum anonymity. Wyoming wins on asset protection: explicit charging-order exclusivity for single-member LLCs, Series LLC availability, and a more robustly developed statute. For a passive holding company whose primary risk is a creditor trying to seize the membership interest through a court judgment, Wyoming's charging-order exclusivity is worth the $60/yr. For a holding company that primarily holds financial assets or IP with low litigation risk, New Mexico's zero-cost structure is compelling. Many sophisticated founders use New Mexico for IP-holding and low-liability asset structures, and Wyoming for real-estate-holding and high-litigation-exposure structures.
Can a Delaware LLC serve as a holding company for Wyoming or Texas operating subsidiaries?
Yes. A Delaware holding LLC can own 100% of the membership interests in operating subsidiaries formed in any state — including Wyoming, Texas, or your home state. This is a common structure for investor-backed companies: Delaware holding LLC (for investor familiarity and Court of Chancery access) owns the operating subsidiary LLCs. The Delaware holding LLC's jurisdiction governs disputes about the holding company's internal affairs; the operating subsidiary LLCs are governed by their respective formation states. The downside: the Delaware holding LLC owes $300/yr in alternative entity tax regardless of whether it has revenue. For a private, non-institutional holding structure, Wyoming or New Mexico as the holding LLC parent (owning Delaware or state-specific operating subsidiaries) is often more cost-effective.
Does forming a holding company LLC in an anonymous state protect my identity?
Forming in New Mexico, Wyoming, or Delaware means your name does not appear on the state SOS public database — only the registered agent is listed. This provides meaningful practical anonymity against casual searches. However, it does not provide absolute anonymity: (1) the IRS EIN application names a responsible party; (2) a court order in any litigation can compel disclosure of beneficial ownership; (3) banks and financial institutions conducting KYC/AML procedures will require the beneficial owner's identity. Anonymous formation protects you from a casual search by tenants, business competitors, or journalists — it does not protect you from a subpoena or federal law enforcement inquiry.
How does a holding company structure protect assets across multiple LLCs?
The standard multi-LLC structure for asset protection works as follows: Tier 1 — Holding company LLC (formed in Wyoming, New Mexico, or Delaware) holds the membership interests in Tier 2 operating or property LLCs. Tier 2 — Operating LLCs formed in the state where the business operates (Texas for Texas operations, Florida for Florida rental properties, etc.). Each operating LLC holds one asset category or one property. If an operating LLC faces a lawsuit (e.g., a slip-and-fall at one property), the liability is limited to that LLC's assets. A creditor who wins a judgment against the operating LLC cannot directly reach the holding company or the other operating LLCs without piercing multiple veils. The holding company's strong charging-order protection (Wyoming/New Mexico) means even if a personal creditor goes after the holding company membership interest, they cannot control the underlying operating subsidiaries. Note: this structure only works if each LLC maintains proper separation — separate bank accounts, separate books, no commingling of funds.
All states
LLC formation guides — all 50 states
Step-by-step guides with exact filing fees, required documents, timelines, and official SOS sources.
- Alaska LLC Formation — Strong DAPT laws, no income tax — $250 filing · $100/yr
- Colorado LLC Formation — Low cost local option — $50 filing · $10/yr
- Delaware LLC Formation — Institutional standard, Court of Chancery — $90 filing · $300/yr
- Nevada LLC Formation — Strong privacy and asset protection — $75 filing · $350/yr
- New Mexico LLC Formation — $0 annual report, maximum anonymity — $50 filing · $0/yr
- South Dakota LLC Formation — Best trust + LLC pairing — $150 filing · $50/yr
- Texas LLC Formation — Series LLC for TX-resident holders — $300 filing · $0/yr
- Wyoming LLC Formation — Series LLC, charging-order exclusivity, anonymous — $100 filing · $60/yr
Related guides
Formation resources
- Best States for LLC Overall — cost, privacy, and asset protection rankings
- Best State for Real Estate LLC — charging-order, Series LLC, and transfer-tax rankings
- Holding LLC Guide — multi-entity structures using Wyoming or Delaware LLCs
- Anonymous LLC Guide — how to keep your name off the public record
- LLC Charging-Order Protection Guide — how charging orders work by state
- Wyoming LLC Formation Guide — fees, process, and Series LLC details
- New Mexico LLC Formation Guide — $0 annual report and anonymity details
- Foreign LLC Qualification Guide — when and how to register in another state
- BOI Report Filing Guide — US LLCs exempt since 2025; how foreign-registered companies file
- Who Must File a BOI Report? — only foreign companies registered in a US state
- BOI Report Deadlines — none for US LLCs; 30 days for foreign-registered companies