Estonia vs the US: where to incorporate?
Both are cheap to open and run from anywhere. The difference is who gets taxed: Estonia taxes the company when profit leaves it, a US LLC taxes you personally, wherever you live. Figures verified August 2026.
Estonia vs the US: where to incorporate?
Both are cheap to open and run from anywhere. The difference is who gets taxed: Estonia taxes the company when profit leaves it, a US LLC taxes you personally, wherever you live. Figures verified August 2026.
Estonia vs the US: where to incorporate?
Both are cheap to open and run from anywhere. The difference is who gets taxed: Estonia taxes the company when profit leaves it, a US LLC taxes you personally, wherever you live. Figures verified August 2026.
The short answer
The short answer
The short answer
Choose Estonia if
Choose Estonia if
Choose Estonia if
You reinvest most of what you earn, you sell into the EU and need an EU VAT number, or you want accounting, invoicing and contracts in one subscription.
Choose the US if
Choose the US if
Choose the US if
Your customers are American, you want US investors or US payment rails, or you are tax resident somewhere with low personal rates and want the company itself to pay nothing.
The number that decides it
On a €100,000 profit an Estonian OÜ pays nothing until you distribute. A US LLC pays nothing either — but you personally pay, at your own country’s rate, in the year it is earned.
On a €100,000 profit an Estonian OÜ pays nothing until you distribute. A US LLC pays nothing either — but you personally pay, at your own country’s rate, in the year it is earned.
Estonia and the US at a glance
Estonia and the US at a glance
Estonia and the US at a glance
🇪🇪 Estonia
🇪🇪 Estonia
🇪🇪 Estonia
🇺🇸
🇺🇸
United States
United States
United States
Entity type
Osaühing (OÜ)
Osaühing (OÜ)
LLC (Delaware or Wyoming)
LLC (Delaware or Wyoming)
Minimum capital
€0.01, and you can defer paying it
€0.01, and you can defer paying it
None
None
State fee
€290 to register online — the €265 state fee plus the €25 registry API fee
€290 to register online — the €265 state fee plus the €25 registry API fee
$110 in Delaware, $100 in Wyoming
$110 in Delaware, $100 in Wyoming
Time to register
15 minutes to an hour — but the e-Residency card takes weeks
15 minutes to an hour — but the e-Residency card takes weeks
Same day to a few days
Same day to a few days
Can you do it remotely
Yes, fully — you collect the e-Residency card in person once
Yes, fully — you collect the e-Residency card in person once
Yes, fully — but an EIN without an SSN takes weeks
Yes, fully — but an EIN without an SSN takes weeks
Mandatory local roles
Legal address and contact person, both FIU-licensed
Legal address and contact person, both FIU-licensed
A registered agent in the state, from about $100 a year
A registered agent in the state, from about $100 a year
Tax on profit you keep
0%, for as long as you keep it
0%, for as long as you keep it
Pass-through: the LLC pays nothing, you are taxed where you live
Pass-through: the LLC pays nothing, you are taxed where you live
Tax on profit you take out
22/78 of the payout — 22% of the pre-tax pot, 28.21% on the net
22/78 of the payout — 22% of the pre-tax pot, 28.21% on the net
No US withholding if the LLC has no US trade or business
No US withholding if the LLC has no US trade or business
VAT and threshold
24%, register above €40,000
24%, register above €40,000
No VAT. State sales tax once you cross a nexus threshold
No VAT. State sales tax once you cross a nexus threshold
Mandatory audit
Not at founder scale
Not at founder scale
No
No
Annual filings
One annual report to the Business Register; monthly returns with payroll or VAT
One annual report to the Business Register; monthly returns with payroll or VAT
Form 5472 and a pro-forma 1120 every year, plus Delaware’s $300 franchise tax or Wyoming’s $60 report
Form 5472 and a pro-forma 1120 every year, plus Delaware’s $300 franchise tax or Wyoming’s $60 report
Banking as a non-resident
EU IBAN through Estonian banks, or Wise and Revolut
EU IBAN through Estonian banks, or Wise and Revolut
Mercury, Relay and Wise onboard remotely; traditional banks want you in a branch
Mercury, Relay and Wise onboard remotely; traditional banks want you in a branch
Market access
EU single market, an EU VAT number, OSS and IOSS
EU single market, an EU VAT number, OSS and IOSS
US market and USD rails — no EU VAT number, no OSS/IOSS
US market and USD rails — no EU VAT number, no OSS/IOSS
Year-2 running cost
From €124 for the mandatory address and contact person, plus accounting
From €124 for the mandatory address and contact person, plus accounting
$300 in Delaware or $60 in Wyoming, plus the agent and the 5472 filing
$300 in Delaware or $60 in Wyoming, plus the agent and the 5472 filing
What each one is
What each one is
What each one is
🇪🇪 Osaühing (OÜ)
🇪🇪 Osaühing (OÜ)
🇪🇪 Osaühing (OÜ)
The Estonian private limited company. Registered fully online through e-Residency, taxed only when profit leaves the company, and inside the EU single market with an EU VAT number.
🇺🇸
🇺🇸
LLC (Delaware or Wyoming)
LLC (Delaware or Wyoming)
LLC (Delaware or Wyoming)
A limited liability company registered in a single US state. Owned by anyone, taxed as a pass-through, and the default vehicle for selling into the US market.
Setting the company up
Setting the company up
Setting the company up
How incorporation works
Estonia
Fully remote through e-Residency: the company is filed in the e-Business Register in 15 minutes to an hour. The one physical step is collecting the e-Residency card at an embassy, which takes weeks.
United States
Filed with the state — Delaware or Wyoming — and often approved the same day. The slow part is the EIN: without an SSN it goes by fax or mail and can take weeks, and no bank will talk to you until it arrives.
How incorporation works
Estonia
Fully remote through e-Residency: the company is filed in the e-Business Register in 15 minutes to an hour. The one physical step is collecting the e-Residency card at an embassy, which takes weeks.
United States
Filed with the state — Delaware or Wyoming — and often approved the same day. The slow part is the EIN: without an SSN it goes by fax or mail and can take weeks, and no bank will talk to you until it arrives.
Setup cost and timeline
Estonia
€290 state fee online and €0.01 of share capital that can be deferred. With Enty, €350 including the state fee, and the company is usually registered the same day.
United States
$110 in Delaware ($210 same day) or $100 in Wyoming, plus a registered agent from about $100 a year. No share capital at all.
Setup cost and timeline
Estonia
€290 state fee online and €0.01 of share capital that can be deferred. With Enty, €350 including the state fee, and the company is usually registered the same day.
United States
$110 in Delaware ($210 same day) or $100 in Wyoming, plus a registered agent from about $100 a year. No share capital at all.
Local roles you must appoint
Estonia
No local director needed, but two licensed services are mandatory: a legal address and a contact person. From €124 a year, included in Enty’s paid plans.
United States
A registered agent with an address in the state of formation. No local director, no local shareholder, no secretary.
Local roles you must appoint
Estonia
No local director needed, but two licensed services are mandatory: a legal address and a contact person. From €124 a year, included in Enty’s paid plans.
United States
A registered agent with an address in the state of formation. No local director, no local shareholder, no secretary.
Business types and ownership
Estonia
Single and multi-shareholder OÜs with no nationality limits, including e-commerce and crypto models that many providers refuse.
United States
Single and multi-member LLCs with no nationality limits. A C-corp is the choice if you want US venture money; the LLC is the choice if you want simplicity.
Business types and ownership
Estonia
Single and multi-shareholder OÜs with no nationality limits, including e-commerce and crypto models that many providers refuse.
United States
Single and multi-member LLCs with no nationality limits. A C-corp is the choice if you want US venture money; the LLC is the choice if you want simplicity.
Money, tax and filings
Money, tax and filings
Money, tax and filings
Tax on profit you keep
Estonia
0%. Retained profit is not taxed at all, for as long as it stays inside the company — that is the whole mechanism.
United States
The LLC itself pays no federal income tax. The profit is taxed to you personally, where you are tax resident — which can mean 0% or 45%, depending entirely on your own country.
Tax on profit you keep
Estonia
0%. Retained profit is not taxed at all, for as long as it stays inside the company — that is the whole mechanism.
United States
The LLC itself pays no federal income tax. The profit is taxed to you personally, where you are tax resident — which can mean 0% or 45%, depending entirely on your own country.
Tax on profit you take out
Estonia
22/78 of the payout: 22% of the pre-tax pot, or 28.21% expressed against the net sum you receive. Charged inside the company before the money reaches you.
United States
No US withholding tax on distributions, as long as the LLC has no US trade or business. That last condition is where the “US company, no tax” story usually falls apart.
Tax on profit you take out
Estonia
22/78 of the payout: 22% of the pre-tax pot, or 28.21% expressed against the net sum you receive. Charged inside the company before the money reaches you.
United States
No US withholding tax on distributions, as long as the LLC has no US trade or business. That last condition is where the “US company, no tax” story usually falls apart.
VAT and thresholds
Estonia
24% since 1 July 2025, registration from €40,000 — a lower ceiling than most, but it comes with an EU VAT number plus OSS and IOSS.
United States
No VAT at all. Instead, state sales tax once you cross an economic-nexus threshold — often $100,000 of sales — tracked state by state.
VAT and thresholds
Estonia
24% since 1 July 2025, registration from €40,000 — a lower ceiling than most, but it comes with an EU VAT number plus OSS and IOSS.
United States
No VAT at all. Instead, state sales tax once you cross an economic-nexus threshold — often $100,000 of sales — tracked state by state.
Banking as a non-resident
Estonia
Estonian banks onboard founders with a real connection to the country; everyone else runs on Wise or Revolut with an EU IBAN.
United States
Mercury, Relay and Wise onboard non-resident LLCs remotely; traditional banks usually want you in a branch. The EIN is the gate, and it is the slow part.
Banking as a non-resident
Estonia
Estonian banks onboard founders with a real connection to the country; everyone else runs on Wise or Revolut with an EU IBAN.
United States
Mercury, Relay and Wise onboard non-resident LLCs remotely; traditional banks usually want you in a branch. The EIN is the gate, and it is the slow part.
Annual filings
Estonia
One annual report to the Business Register, plus monthly returns once there is payroll or a VAT number. Audit does not apply at founder scale.
United States
Form 5472 plus a pro-forma 1120 every year even with no income — $25,000 per form for filing late, rising by $25,000 every 30 days after an IRS notice, with no cap — plus the state’s own annual fee.
Annual filings
Estonia
One annual report to the Business Register, plus monthly returns once there is payroll or a VAT number. Audit does not apply at founder scale.
United States
Form 5472 plus a pro-forma 1120 every year even with no income — $25,000 per form for filing late, rising by $25,000 every 30 days after an IRS notice, with no cap — plus the state’s own annual fee.
Which one fits your business
Which one fits your business
Which one fits your business
🇪🇪 Estonia fits if
🇪🇪 Estonia fits if
🇪🇪 Estonia fits if
You reinvest instead of paying yourself
You reinvest instead of paying yourself
Profit left in the company is not taxed at all, so every year you do not distribute is a year you do not pay.
You sell into the EU
You sell into the EU
An EU VAT number plus OSS and IOSS access is something a non-EU company cannot give you.
You want one bill for the back office
You want one bill for the back office
Accounting, invoicing, contracts and e-signing in one subscription instead of four suppliers.
🇺🇸
🇺🇸
United States
United States
United States
Your customers are American
Your customers are American
A US entity invoicing in dollars removes friction from every US enterprise deal and every payment rail.
You want US investors
You want US investors
A Delaware C-corp is what US funds expect, and nothing in Europe substitutes for it.
Your personal tax rate at home is low
Your personal tax rate at home is low
A pass-through LLC sends the whole tax question home to you — an advantage only if home is cheap.
Where Estonia loses
Where Estonia loses
Where Estonia loses
Three places where the other country is simply better. If they matter more to you than untaxed retained profit and the EU single market, go there.
Three places where the other country is simply better. If they matter more to you than untaxed retained profit and the EU single market, go there.
Cost of getting started
Cost of getting started
$100 in Wyoming against €290, and no licensed address or contact person on top of it.
Access to the US market
Access to the US market
US customers, USD rails and payment onboarding that an Estonian OÜ cannot match.
Tax that depends only on you
Tax that depends only on you
The LLC pays nothing itself. If you live somewhere with low personal tax, that beats any corporate rate Estonia can offer.
How incorporation with Enty works
How incorporation with Enty works
How incorporation with Enty works
Open with e-Residency
Open with e-Residency
1-3 days
€60
+ €290 state fee
1
5-minute application on Enty
2
We file directly with the Estonian registry
3
Company registered!
1-3 days
Plan to get an e-Residency card? Buy incorporation now and get €150 off
We lead you through the whole process
No e-Residency yet
No e-Residency yet
14 days
Fastest formation with a notary on the market
€1,000
+ €290 state fee
1
10-minute application on Enty
2
20–30 min video call — identity check and notarisation, fully online
3
We file directly with the Estonian registry
4
Company registered!
14 days
Several shareholders, crypto or e-commerce? We take the complicated cases too.
Several shareholders, crypto or e-commerce? We take the complicated cases too.
Several shareholders, crypto or e-commerce? We take the complicated cases too.
Methodology and sources
Methodology and sources
Methodology and sources
Delaware fees from the Delaware Division of Corporations — $110 to form, $210 same day, $300 annual franchise tax due 1 June; the formation fee rose from $90 on 1 August 2024. Wyoming fees from the Wyoming Secretary of State — $100 to form, $60 minimum annual report.
Form 5472 requirements and penalties from the IRS instructions to Form 5472. The BOI exemption for US-formed entities is FinCEN’s interim final rule effective 26 March 2025. Estonian state fee of €290 — the €265 registry fee plus a €25 API fee.
Figures verified 21 August 2026.
Figures verified
Frequently asked questions
Frequently asked questions
Frequently asked questions
Is a US LLC really tax-free for a non-resident?
Not by itself. The LLC pays no federal income tax, but the profit is taxed to you personally where you are tax resident.
It is only tax-free if your own country does not tax it — and it stops being US-tax-free the moment you have US staff, an office or dependent agents.
Is a US LLC really tax-free for a non-resident?
Not by itself. The LLC pays no federal income tax, but the profit is taxed to you personally where you are tax resident.
It is only tax-free if your own country does not tax it — and it stops being US-tax-free the moment you have US staff, an office or dependent agents.
Is a US LLC really tax-free for a non-resident?
Not by itself. The LLC pays no federal income tax, but the profit is taxed to you personally where you are tax resident.
It is only tax-free if your own country does not tax it — and it stops being US-tax-free the moment you have US staff, an office or dependent agents.
What is Form 5472 and do I have to file it?
Yes, if you are a foreign owner of a US LLC. Every year you file Form 5472 with a pro-forma Form 1120, even with no income and no activity.
Filing late costs $25,000 per form, rising by $25,000 every 30 days after an IRS notice, with no cap.
What is Form 5472 and do I have to file it?
Yes, if you are a foreign owner of a US LLC. Every year you file Form 5472 with a pro-forma Form 1120, even with no income and no activity.
Filing late costs $25,000 per form, rising by $25,000 every 30 days after an IRS notice, with no cap.
What is Form 5472 and do I have to file it?
Yes, if you are a foreign owner of a US LLC. Every year you file Form 5472 with a pro-forma Form 1120, even with no income and no activity.
Filing late costs $25,000 per form, rising by $25,000 every 30 days after an IRS notice, with no cap.
Delaware or Wyoming?
Wyoming is cheaper to hold: $100 to form and a $60 annual report against Delaware’s $110 and $300 franchise tax.
Delaware is what US investors and their lawyers expect. If you are not raising US money, Wyoming is the cheaper answer.
Delaware or Wyoming?
Wyoming is cheaper to hold: $100 to form and a $60 annual report against Delaware’s $110 and $300 franchise tax.
Delaware is what US investors and their lawyers expect. If you are not raising US money, Wyoming is the cheaper answer.
Delaware or Wyoming?
Wyoming is cheaper to hold: $100 to form and a $60 annual report against Delaware’s $110 and $300 franchise tax.
Delaware is what US investors and their lawyers expect. If you are not raising US money, Wyoming is the cheaper answer.
Do I have to report beneficial owners to FinCEN?
No, not for an LLC formed in a US state. FinCEN’s interim final rule of 26 March 2025 exempted all US-formed entities from BOI reporting.
Only foreign companies registered to do business in a US state still report.
Do I have to report beneficial owners to FinCEN?
No, not for an LLC formed in a US state. FinCEN’s interim final rule of 26 March 2025 exempted all US-formed entities from BOI reporting.
Only foreign companies registered to do business in a US state still report.
Do I have to report beneficial owners to FinCEN?
No, not for an LLC formed in a US state. FinCEN’s interim final rule of 26 March 2025 exempted all US-formed entities from BOI reporting.
Only foreign companies registered to do business in a US state still report.
Can a US LLC sell to EU customers as easily as an Estonian one?
No. A US LLC has no EU VAT number and no access to OSS or IOSS, so selling to EU consumers means dealing with EU VAT from outside the union.
An Estonian OÜ is inside it.
Can a US LLC sell to EU customers as easily as an Estonian one?
No. A US LLC has no EU VAT number and no access to OSS or IOSS, so selling to EU consumers means dealing with EU VAT from outside the union.
An Estonian OÜ is inside it.
Can a US LLC sell to EU customers as easily as an Estonian one?
No. A US LLC has no EU VAT number and no access to OSS or IOSS, so selling to EU consumers means dealing with EU VAT from outside the union.
An Estonian OÜ is inside it.
Can a non-resident own an Estonian company outright?
There is no residency or nationality requirement for shareholders or board members of an OÜ.
Can a non-resident own an Estonian company outright?
There is no residency or nationality requirement for shareholders or board members of an OÜ.
Can a non-resident own an Estonian company outright?
There is no residency or nationality requirement for shareholders or board members of an OÜ.
Do I have to travel to Estonia?
No. With an e-Residency card everything is online; without one, a 20–30 minute video identity call replaces the trip.
Do I have to travel to Estonia?
No. With an e-Residency card everything is online; without one, a 20–30 minute video identity call replaces the trip.
Do I have to travel to Estonia?
No. With an e-Residency card everything is online; without one, a 20–30 minute video identity call replaces the trip.
Is an Estonian OÜ tax resident in Estonia?
The company is. You are not — your own tax residency is decided by where you live, and Estonia does not change it.
Is an Estonian OÜ tax resident in Estonia?
The company is. You are not — your own tax residency is decided by where you live, and Estonia does not change it.
Is an Estonian OÜ tax resident in Estonia?
The company is. You are not — your own tax residency is decided by where you live, and Estonia does not change it.
When do I have to pay in the share capital?
Not at registration. It can be deferred, and the minimum is €0.01.
When do I have to pay in the share capital?
Not at registration. It can be deferred, and the minimum is €0.01.
When do I have to pay in the share capital?
Not at registration. It can be deferred, and the minimum is €0.01.
Which bank will my company use?
We help you open an account with one of our EU banking or payment partners, including Wise and Revolut, at no extra fee from us.
Which bank will my company use?
We help you open an account with one of our EU banking or payment partners, including Wise and Revolut, at no extra fee from us.
Which bank will my company use?
We help you open an account with one of our EU banking or payment partners, including Wise and Revolut, at no extra fee from us.
What does Enty actually do?
Registration, the mandatory legal address and contact person, accounting, invoicing, contracts and e-signing, in one subscription from €33 a month.
What does Enty actually do?
Registration, the mandatory legal address and contact person, accounting, invoicing, contracts and e-signing, in one subscription from €33 a month.
What does Enty actually do?
Registration, the mandatory legal address and contact person, accounting, invoicing, contracts and e-signing, in one subscription from €33 a month.
Start today in Estonia. Running in 1 to 14 days
No credit card to start
No e-Residency required
Complex cases supported
Start today in Estonia. Running in 1 to 14 days
No credit card to start
No e-Residency required
Complex cases supported
Start today in Estonia. Running in 1 to 14 days
No credit card to start
No e-Residency required
Complex cases supported