2026 tax year
Delaware, Wyoming, or where you actually work?
Delaware bills the expensive method by default. You have to ask for the other one.
Delaware calculates franchise tax two ways and bills you under the one based on authorized shares. For a company with a few thousand shares that is a modest figure. For a startup with ten million authorized shares and a small balance sheet it runs into tens of thousands of dollars. And the alternative assumed par value method, calculated from what the company is actually worth, usually produces a fraction of it.
Delaware is not required to work out the cheaper one for you. You elect it when you file the annual report, due March 1. Founders who pay the first bill that arrives routinely overpay by five figures.
Calculator
Authorized shares is the number your certificate of incorporation permits, usually far more than you have issued. That gap is what makes the default billing method expensive.
Enter your share counts and press Calculate.
The question underneath
Incorporating in Delaware or Wyoming does not move your tax. If you live and work somewhere else, you register there as a foreign entity, pay that state's fees, and file in both places. You end up with two sets of paperwork and the same tax bill.
The real reasons to incorporate in Delaware are its courts and its investors, venture funds expect a Delaware C corporation and will often require converting to one before they invest. Wyoming's appeal is cost and privacy: no franchise tax, a small annual report fee, and member names that are not public. Neither is a tax strategy, and any advice presenting them as one is worth ignoring.
Related
General information, not tax or legal advice. Where to incorporate has consequences well beyond tax, take advice before filing.