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Wyoming LLC vs Delaware LLC for a NRAlien app developer (Apple, Google)

A

Asterion

Active Member
Oct 26, 2021
71
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38
United Kingdom
#1
Hello!

After having ascertained some of the more upstream aspects of the setup I'm trying to achieved (i.e. anonymous and zero corporate tax company to develop apps with in-app purchases that have to go through Apple and Google), it's time to select a legal entity in the US.

It seems to boil down to Delaware vs Wyoming.

Anonymity is really important for me. Both seem to offer a lot of it, but I'm sure there are differences. I don't plan to have massive revenue (probably below 100k, I'd love to have the problems that come with more revenue...). I should be able to open a bank account with Wise, whom are now relying on physical accounts with a routing number etc.

I'll need a registered agent and (at least in Wyoming) somebody that will submit annual accounts for me, so I can retain anonymity.

Any suggestions as to which state I should go for and even what providers I should use is welcome. I'm not looking for dirt cheap, I want to know the thing is done properly.

Thanks for anyone who can help!
 
#2
Anonymity is a dinosaur from the past. The is some sort of anonymity in the US but if you try to avoid reporting, you are to late.

Do a search on the forum, there are some major threads already about this topic with lots of real good information.
 
#3
Thank you aage. I meant anonymity from anyone with Google and a pulse, not the authorities, although I'd like to know more about the reporting you mention.

I keep hearing that Delaware is more expensive than Wyoming, but if it really comes down to just the $300 vs $50 annual fee to the state... I mean, seriously... If you are planning to have just one LLC, what difference can it make? Either way I'm looking at another $130 for the registered agent, 499 for somebody to sign the submitted accounts for Wyoming (to keep that relative anonymity) and $20 a month × 12 months for the mailbox... It sounds like $500 vs $750... the difference in price is immaterial to me (and wanna hope to most people)...
 
#4
Asterion said:
Hello!

After having ascertained some of the more upstream aspects of the setup I'm trying to achieved (i.e. anonymous and zero corporate tax company to develop apps with in-app purchases that have to go through Apple and Google), it's time to select a legal entity in the US.

It seems to boil down to Delaware vs Wyoming.

Anonymity is really important for me. Both seem to offer a lot of it, but I'm sure there are differences. I don't plan to have massive revenue (probably below 100k, I'd love to have the problems that come with more revenue...). I should be able to open a bank account with Wise, whom are now relying on physical accounts with a routing number etc.

I'll need a registered agent and (at least in Wyoming) somebody that will submit annual accounts for me, so I can retain anonymity.

Any suggestions as to which state I should go for and even what providers I should use is welcome. I'm not looking for dirt cheap, I want to know the thing is done properly.

Thanks for anyone who can help!
Click to expand...
All for all you need a nominee director. In case of privacy, consider New Mexico as well
 
#5
Asterion said:
zero corporate tax company to develop apps with in-app purchases that have to go through Apple and Google
Click to expand...

Having a zero corporate tax company really depends on your tax residency more than anything. Apple pays you dividends (if i'm not mistaken) while Google pays you with royalties. If you reside in a country that doesn't have a tax treaty with US, Google will withhold up to 30% of your income.
 
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Reactions: uplana
#6
Thanks to both! :)

Regarding NM, I've been told the following by a lawyer working with a registered agent (they cover many states, so no particular reason to diss NM in favour of other states, I think)

The company is going to hold intellectual property and be the beneficial owner of the application.
New Mexico has a very specific “gross receipts” tax, which is imposed on the seller of good or provider of services and is assessed judging on property in the state of New Mexico that is engaged in some kind of business activity.
Given you are not a US resident, the state of New Mexico could make the claim that the company owns the applications, they are generating business, so you should be paying us 8% sales tax on all the revenue being derived from these applications. Unlikely, just “academically” possible.
Wyoming wouldn’t have this problem.

marzio said:
Having a zero corporate tax company really depends on your tax residency more than anything. Apple pays you dividends (if i'm not mistaken) while Google pays you with royalties. If you reside in a country that doesn't have a tax treaty with US, Google will withhold up to 30% of your income.
Click to expand...
Yes, I have that part covered already. Apple pays "sales/commissions", not dividends.
How to complete U.S. Tax Forms? | Apple Developer Forums 7th message (best source I've got on the matter).

Not sure about Google.

Either way, I'm sorted on the receiving end (which would be a matter of personal tax liability given the hoped-for pass through nature of the US LLC). And I'm about to be confirmed that none of what I'll do can be interpreted as US sourced income, ECI etc etc. Fingers crossed.

Hence the next item on the "to do list" being Wyoming vs Delaware.
 
#7
Asterion said:
Hello!

After having ascertained some of the more upstream aspects of the setup I'm trying to achieved (i.e. anonymous and zero corporate tax company to develop apps with in-app purchases that have to go through Apple and Google), it's time to select a legal entity in the US.

It seems to boil down to Delaware vs Wyoming.

Anonymity is really important for me. Both seem to offer a lot of it, but I'm sure there are differences. I don't plan to have massive revenue (probably below 100k, I'd love to have the problems that come with more revenue...). I should be able to open a bank account with Wise, whom are now relying on physical accounts with a routing number etc.

I'll need a registered agent and (at least in Wyoming) somebody that will submit annual accounts for me, so I can retain anonymity.

Any suggestions as to which state I should go for and even what providers I should use is welcome. I'm not looking for dirt cheap, I want to know the thing is done properly.

Thanks for anyone who can help!
Click to expand...
We help with US LLC registration for non-us founders. You can check out our guide below (in signature)

And BTW Apple does not your withhold your earnings as a developer on Appstore.
 
#8
They withhold 15% if your revenue, as an organisation developing and publishing through them, is below 1M dollars. They keep 30% if above. Not for any tax compensation purposes, it's just what they think you owe them for their services. This, of course, in the case what your user pays for can be considered to be completely contained within the app. They don't charge anything to say, a small restaurant chain that develops their app for customers to order and pay, because they pay for something outside the app (i.e. the restaurant meal) and Apple doesn't want any involvement in that. In fact, I believe they are forced to use a different payments provider, Apple doesn't want to touch that money.
https://www.theverge.com/21445923/platform-fees-apps-games-business-marketplace-apple-google
 
#9
Asterion said:
They withhold 15% if your revenue, as an organisation developing and publishing through them, is below 1M dollars. They keep 30% if above. Not for any tax compensation purposes, it's just what they think you owe them for their services. This, of course, in the case what your user pays for can be considered to be completely contained within the app. They don't charge anything to say, a small restaurant chain that develops their app for customers to order and pay, because they pay for something outside the app (i.e. the restaurant meal) and Apple doesn't want any involvement in that. In fact, I believe they are forced to use a different payments provider, Apple doesn't want to touch that money.
https://www.theverge.com/21445923/platform-fees-apps-games-business-marketplace-apple-google
Click to expand...
oh i'm sorry. i should have been clearer. i'm referring to the FDAP income wittholding after their cut. Of course they will take the 15%-30% from you ;)
 
#12
marzio said:
Since Apple isn't paying you with royalties how those earnings are categorized? Income or dividends?
Click to expand...
I would assume sales income for your LLC, see that linkI posted. It's the closest thing to a decent answer I could find. Writing to Apple through my dev resulted in the request being picked up by a substandard customer service representative who couldn't find water in the sea, let alone the answer I needed.
 
#17
Asterion said:
It seems to boil down to Delaware vs Wyoming.
Click to expand...
Both Delaware and Wyoming is fast to register a company. You want to ask for instant @startfleetio if he can help you, looks like he is pretty much doing this as a living ;)

In regards to anonymity it will be more or less the financial institution you open an account with that will report you, if the do, rather then the agent who register your company.
 
#18
uplana said:
Both Delaware and Wyoming is fast to register a company. You want to ask for instant @startfleetio if he can help you, looks like he is pretty much doing this as a living ;)

In regards to anonymity it will be more or less the financial institution you open an account with that will report you, if the do, rather then the agent who register your company.
Click to expand...
thanks ;) We have a streamlined process to get everything fast.

Zaki said:
So no FDAP means no WHT by Apple?
Click to expand...
yes
 
#19
Getting the LLC setup is one thing, it is easy to do it, even by yourself.

The real pain comes when you need to pay your first federal taxes... I still don't know how to fill 1120 / 5472 forms without losing a kidney in the process
 
#20
Kirito said:
Getting the LLC setup is one thing, it is easy to do it, even by yourself.

The real pain comes when you need to pay your first federal taxes... I still don't know how to fill 1120 / 5472 forms without losing a kidney in the process
Click to expand...
IRS provides extensive instructions, if you still think it's kinda complicated, use once CPA, and you'll get an example how to fill this in next years
 
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