Which states allow anonymous LLCs?

The states most commonly cited for anonymous LLC formation are Wyoming, New Mexico, Nevada, Delaware, and Montana. Each provides some degree of member privacy at the formation stage, meaning member names are not required on the public Articles of Organization or Certificate of Formation. However, the degree of ongoing privacy varies significantly by state. Wyoming and New Mexico offer the strongest combination of formation privacy and minimal recurring disclosure. Nevada publicly discloses managers and members on its annual list filing, which limits its true anonymity value. Delaware does not require member names on the Certificate of Formation but has a public registered agent requirement that creates a partial paper trail. Montana provides formation privacy but has less-developed case law than Wyoming. Note that all LLCs subject to the federal Corporate Transparency Act must file a Beneficial Ownership Information report with FinCEN regardless of state choice. Consult a licensed attorney for guidance specific to your situation.

What is the most private LLC state?

Wyoming and New Mexico are generally considered the most private LLC states for different reasons. Wyoming (under W.S. 17-28-107) allows a professional organizer to file the Articles of Organization without disclosing member names, and the annual report does not require member disclosure. New Mexico goes one step further by requiring no annual report at all, which means there is no recurring public filing that could reveal member information over time. The practical difference is that Wyoming has a more developed statutory framework and more supporting case law, while New Mexico offers the lowest long-term administrative burden. Both states still require a registered agent with a public address. Federal BOI reporting obligations apply in both states regardless.

Does Wyoming allow anonymous LLC formation?

Yes. Wyoming Statutes 17-28-107 explicitly allows an organizer to file the Articles of Organization on behalf of the LLC without disclosing member or manager names in the public filing. The organizer (which may be a formation service acting on your behalf) is listed instead of the actual owners. Wyoming's annual report also does not require disclosure of member names. This filing-as-organizer approach is the legal mechanism behind what is commonly marketed as a Wyoming anonymous LLC. It is important to understand that this is state-level formation privacy only. Federal BOI reporting under the Corporate Transparency Act requires disclosure of beneficial owners to FinCEN (not public) regardless of state choice.

What is the difference between Wyoming and New Mexico for anonymous LLCs?

Both Wyoming and New Mexico allow anonymous LLC formation (no member names on public Articles of Organization). The key differences are: (1) Annual reporting: Wyoming requires a minimal annual report ($60 minimum fee) that does not disclose members. New Mexico requires no annual report at all, which means zero recurring public filing exposure. (2) Cost: New Mexico's formation fee is lower and there are no annual fees after formation. Wyoming charges $60 per year minimum. (3) Statute and case law: Wyoming has a more mature LLC statute and more supporting court decisions. New Mexico's framework is newer and less tested. (4) Practical use: New Mexico is often preferred for long-term passive holding structures where minimizing administrative burden is the priority. Wyoming is often preferred when statutory clarity and case law depth matter. Both are legitimate privacy-state choices; the right answer depends on your specific structure and goals. Consult a licensed attorney.

Is Nevada actually an anonymous LLC state?

Nevada is frequently marketed as a privacy-friendly state for LLC formation, but it has a significant limitation that is often understated: Nevada's Annual List of Managers or Members (NRS Chapter 86) is a public filing that discloses the names and addresses of the LLC's managers (in a manager-managed LLC) or members (in a member-managed LLC). This annual public disclosure largely negates the formation-stage privacy that Nevada provides. A Nevada LLC may start with no member names on the Articles of Organization, but by the time the first Annual List is due, that information becomes public record. This is a meaningful difference from Wyoming and New Mexico, where member names are not required in any recurring public filing. For true ownership privacy at the state level, Wyoming and New Mexico are more consistently private over time.

Does the Corporate Transparency Act eliminate the benefit of anonymous LLCs?

The Corporate Transparency Act (CTA), codified at 31 U.S.C. 5336, requires most LLCs formed in the United States to file a Beneficial Ownership Information (BOI) report with the Financial Crimes Enforcement Network (FinCEN) disclosing the identity of beneficial owners. This is a federal reporting obligation that applies regardless of which state the LLC is formed in. Importantly, BOI reports are not public records. They are filed with FinCEN and are accessible only to authorized law enforcement and financial institutions under specific circumstances. This means the CTA does not eliminate the benefit of state-level anonymous formation for public-record purposes. Your name may not appear in any publicly searchable database, even after BOI compliance. The CTA changed federal compliance obligations but did not make state formation records public. Consult a licensed attorney familiar with current FinCEN guidance, as the CTA's implementation has been subject to ongoing litigation and regulatory updates.

What is nominee services for anonymous LLC and is it legal?

Nominee services typically involve using a third party (a nominee organizer, nominee manager, or nominee member) to appear in public LLC records in place of the actual beneficial owner. The legality of nominee arrangements depends on how they are structured and for what purpose. Using a formation service as a professional organizer to file your LLC (per Wyoming W.S. 17-28-107) is a straightforward and fully legal service. More complex arrangements involving nominee members or managers should be reviewed by a licensed attorney, as they can raise issues related to the Corporate Transparency Act's beneficial ownership reporting requirements, which require disclosure of actual beneficial owners (not nominees) to FinCEN. The CTA specifically addresses arrangements designed to obscure beneficial ownership. This article is educational only and is not legal advice.

Are single-member LLCs worth forming for charging-order protection?

A single-member LLC in a Tier 1 state is better than a sole proprietorship but materially weaker than a multi-member LLC.

Charging Order Protection by State: A 50-State Comparison for 2026

Published 2026-05-01

Scenario: You live in Florida. You own a Wyoming LLC that holds three rental houses in Texas, a brokerage account in Nevada, and a small interest in a Delaware operating company. A car accident judgment lands against you personally in 2026. The plaintiff's attorney pulls your asset disclosure and starts asking which of those LLC interests she can actually reach. The answer depends on the state where each LLC was formed, the state where the creditor judgment was entered, the state where you live, and whether the LLC has one member or two. Four states, four different statutes, four different outcomes. This article is the table that sorts it out.

A charging order is a court-issued lien against a debtor-member's right to receive distributions from an LLC. It is not a transfer of ownership. It is not a seizure of the underlying assets the LLC owns. It is a redirection: any check the LLC writes to that member goes to the creditor instead. Whether a charging order is the only thing the creditor can do, or whether the creditor can also foreclose on the membership interest, force a sale, or appoint a receiver, varies by state. That single distinction is the entire game.

Last updated: May 1, 2026.

The Direct Answer (Featured-Snippet Block)

A charging order is the court remedy that lets a personal creditor of an LLC member intercept distributions from the LLC without becoming a member or reaching the LLC's underlying assets. About 17 states make the charging order the exclusive remedy by statute (Wyoming, Nevada, Delaware, Texas, Arizona, Oklahoma, South Dakota, Alaska, and others). About a dozen states allow foreclosure of the membership interest in addition to the charging order. A handful, including Florida and California, treat single-member LLCs differently and may allow direct turnover.

What a Charging Order Actually Does

In plain English, a charging order does three things and does not do four others.

It does: 1. Place a lien on the debtor-member's transferable economic interest (the right to receive distributions). 2. Require the LLC to redirect any distribution that would otherwise go to that member straight to the judgment creditor until the judgment is paid. 3. Survive until satisfaction or expiration under the issuing court's terms.

It does NOT: 1. Transfer the membership interest itself to the creditor. 2. Give the creditor voting rights, management rights, or information rights inside the LLC. 3. Force the LLC to make a distribution. 4. Reach the LLC's underlying assets directly.

Those last two items are why operators and asset-protection attorneys care so much about which state's law governs. If the operating agreement does not require distributions and the manager elects not to make any, the charging-order creditor sits on a worthless lien while potentially owing income tax on phantom allocations. That second-order effect, sometimes called the "phantom income trap," is one of the strongest deterrents in asset-protection planning. As Clint Coons of Anderson Business Advisors puts it, "Charging order protection only matters if you actually have a creditor judgment to defend against." (https://andersonadvisors.com/charging-order-llc/)

The Three Tiers, Sorted

Across the 50 states, charging-order law sorts into three tiers.

Tier 1: Charging Order Is the Exclusive Remedy by Statute

These states write into their LLC Acts that a charging order is the sole judicial remedy of a member's personal creditor. The creditor cannot foreclose. The creditor cannot pierce. The creditor cannot reach the underlying LLC assets through the member.

State	Statute	Single-Member Treatment	Notes
Wyoming	W.S. § 17-29-503	Same protection as multi-member	First-mover state; oldest LLC Act
Nevada	NRS § 86.401	Same protection (statutorily clarified)	Manager names public, see privacy article
Delaware	Del. Code tit. 6, § 18-703	Same protection (recent case law)	Premier choice for operating companies
Texas	Tex. Bus. Orgs. Code § 101.112	Same protection by statute	Strong; PIR is public
Arizona	A.R.S. § 29-3503 (RULLCA)	Same protection	RULLCA-aligned
Oklahoma	18 Okla. Stat. § 2034	Same protection	Strong
South Dakota	SDCL § 47-34A-503	Same protection	Pairs with Dynasty Trust framework
Alaska	Alaska Stat. § 10.50.380	Same protection	DAPT-friendly state
New Mexico	NMSA § 53-19-35	Same protection	Combined with no member disclosure

Wyoming is the most-cited state in this tier because Wyoming Statute § 17-29-503 has been on the books since 1977 and the legislature has reaffirmed exclusivity multiple times. It is the example asset-protection counsel reach for first.

Tier 2: Charging Order Plus Foreclosure Allowed

These states permit a creditor to obtain a charging order AND, on a showing that the charging order alone will not satisfy the judgment within a reasonable time, foreclose on the membership interest.

State	Statute	Notes
Colorado	C.R.S. § 7-80-703	Foreclosure available
Connecticut	Conn. Gen. Stat. § 34-259a	RULLCA-influenced, foreclosure available
Illinois	805 ILCS 180/30-20	Foreclosure available
Indiana	Ind. Code § 23-18.1-5-5	Foreclosure available
Iowa	Iowa Code § 489.503	RULLCA-influenced, foreclosure available
Minnesota	Minn. Stat. § 322C.0503	RULLCA, foreclosure available
Nebraska	Neb. Rev. Stat. § 21-141	RULLCA, foreclosure available
New Jersey	N.J.S.A. § 42:2C-43	RULLCA, foreclosure available
North Carolina	N.C. Gen. Stat. § 57D-5-03	Foreclosure available
Pennsylvania	15 Pa.C.S. § 8853	Foreclosure available; annual report flip 2025
Utah	Utah Code § 48-3a-503	RULLCA, foreclosure available
Washington	RCW § 25.15.256	Foreclosure available

Why this matters: in a Tier 2 state, a determined creditor can convert a charging order into a forced sale of the membership interest. If you bought one at auction, the buyer typically gets only the economic interest (a transferee, not a full member), but the resulting cash payout to the creditor can still satisfy the judgment.

Tier 3: Single-Member LLC Carve-Outs

Some states have published case law or statutory text that distinguishes between single-member and multi-member LLCs. The protection that multi-member LLCs enjoy may not extend to single-member LLCs at all.

The lead case is Olmstead v. FTC, 44 So. 3d 76 (Fla. 2010). The Florida Supreme Court held that the charging order was NOT the exclusive remedy against a single-member LLC because there are no other members whose rights would be affected by direct turnover. Florida later amended Fla. Stat. § 605.0503 to clarify the multi-member protection but kept the Olmstead carve-out intact for single-member structures.

The bankruptcy-law parallel is In re Albright, 291 B.R. 538 (Bankr. D. Colo. 2003). The Colorado bankruptcy court ruled that a single-member LLC interest was a property interest the bankruptcy trustee could assume and operate, because no co-member's rights were being impaired. Cited by every asset-protection attorney who warns clients away from single-member structures in litigation-prone states.

State	Single-Member Risk	Source
Florida	High	Olmstead; Fla. Stat. § 605.0503
California	High	Choice-of-law via Curci v. Baldwin, 14 Cal. App. 5th 214 (2017)
Colorado (bankruptcy)	High	In re Albright
Kansas	Medium	Statute does not distinguish; case law thin
Most other states	Lower if multi-member; debated for single-member	Litigated state by state

Multi-member status, even with a small minority member added in good faith and with real economic reality, materially strengthens the protection. Lee R. Phillips of LegaLees writes that, "Most LLCs are vulnerable not because the statute is weak but because the operator never executed an Operating Agreement that respected the entity as separate." That reasoning applies to charging-order defense as well: the statute alone does not save a single-member LLC operated as the owner's personal piggy bank.

The Choice-of-Law Trap

A common reader question: "I formed in Wyoming. I live in California. Whose law applies?"

The answer is unsettled in many jurisdictions but the trend is toward "law of the state where the LLC was formed governs internal affairs." This is the internal affairs doctrine. A creditor pursuing a charging order against your Wyoming LLC interest in a California court will usually have to apply Wyoming charging-order law to the question of remedy.

The big caveat is Wells Fargo Bank, N.A. v. Barber, 85 F.Supp.3d 1308 (M.D. Fla. 2015). A Florida resident's interest in a Nevis offshore LLC was treated as Florida-situs property for some purposes. The case has been read aggressively (incorrectly, in our view) to mean a Florida court can apply Florida law to a sister-state LLC. Read carefully, Barber involves Nevis offshore mechanics; it does not stand for "your home state's law overrides the formation state on charging orders." Asset-protection commentary by Jay Adkisson is the careful read here.

Practical implications: - A California resident with a Wyoming LLC will likely have Wyoming charging-order law applied to the membership interest by a properly briefed court, but should expect the FTB and California courts to reach for any toehold to apply California law. - A Texas resident with a Delaware LLC will almost certainly have Delaware law applied (Texas courts respect the internal affairs doctrine). - A New York resident's New York LLC is governed by New York law (no choice-of-law conflict).

State-by-State Notable Mentions

California (Cal. Corp. Code § 17705.03): The statute permits foreclosure. Combined with the $800 minimum franchise tax and the FTB's aggressive nexus posture (do not be talked into "form in Wyoming, ignore California"; that is the FTB audit trap), California is the structurally weakest state for charging-order protection in the western United States.

New York (NY LLC Law § 607): Charging order is available. Foreclosure question is litigated. New York's separate publication requirement adds cost and the LLC Transparency Act adds disclosure (more on that in our state-LLC-privacy article).

Pennsylvania (15 Pa.C.S. § 8853): Foreclosure is available. Pennsylvania flipped from decennial filings to annual filings effective 2025 (Act 122 of 2022). If you formed a PA LLC pre-2025 and never updated your compliance calendar, you have a new annual report obligation now.

Tennessee (Tenn. Code Ann. § 48-249-509): Charging order plus foreclosure. The Tennessee Franchise & Excise Tax minimum of $300 is a separate ongoing cost most operators do not realize until year two.

South Dakota (SDCL § 47-34A-503): Charging-order-only by statute, and pairs with the South Dakota dynasty trust framework for multi-generational planning. Of the Tier 1 states, South Dakota is the one most worth considering when the planning horizon is 30 years and the entity is owned by a trust.

Court Opinions Worth Knowing

The four most-cited opinions in modern charging-order litigation:

Olmstead v. FTC, 44 So. 3d 76 (Fla. 2010). Single-member LLC carve-out. Read at https://supremecourt.flcourts.org.
In re Albright, 291 B.R. 538 (Bankr. D. Colo. 2003). Bankruptcy turnover of single-member interest.
Curci Investments LLC v. Baldwin, 14 Cal. App. 5th 214 (2017). Outside reverse veil-piercing on an LLC; applies to California-formed and California-resident-owned structures.
Wells Fargo Bank, N.A. v. Barber, 85 F.Supp.3d 1308 (M.D. Fla. 2015). Choice-of-law on offshore LLC; cited (often misapplied) for sister-state foreign LLC questions.

Carter Bishop and Daniel Kleinberger's treatise Limited Liability Companies: Tax and Business Law is the academic background reference for the doctrine and for the RULLCA committee's intent on § 503 of the Uniform Act. SSRN: https://papers.ssrn.com/sol3/papers.cfm?abstract_id=947604.

What Operators Should Take Away

Three rules of thumb that survive across all 50 jurisdictions.

Rule 1. Multi-member status materially strengthens the protection. A two-member LLC with a real co-member, real capital contributions, and an Operating Agreement that treats the second member as a real party is structurally stronger than a single-member LLC in every state.

Rule 2. The Operating Agreement does the work the statute cannot. A Wyoming statute that says "charging order is the exclusive remedy" still requires the LLC to LOOK like a separate legal entity. If the manager treats the LLC bank account as a personal account and never holds a meeting, an alter-ego attack converts the statutory protection into a paper shield. Maintenance discipline matters.

Rule 3. State of formation controls the internal affairs analysis, but choice-of-law fights are real. Form in a Tier 1 state if charging-order strength matters to you. Document the choice-of-law clauses inside the Operating Agreement. Expect the creditor's attorney to argue otherwise.

Frequently Asked Questions

Is a charging order the same in every state? No. About 17 states make it the exclusive remedy by statute. About 12 allow foreclosure of the membership interest. A handful, including Florida and California, treat single-member LLCs differently.

Does the charging order reach the LLC's bank account or property? No. The charging order reaches only the debtor-member's right to receive distributions. The LLC's own assets stay where they are. The creditor cannot force the LLC to make a distribution unless the operating agreement requires it.

What happens if the LLC never makes distributions? The creditor sits on a lien that produces no cash. In some states the creditor may also owe phantom income tax on allocated-but-undistributed profits, which is the deterrent effect that makes Tier 1 states valuable for asset protection.

Does forming in Wyoming protect me if I live in California? Internal affairs doctrine generally points the charging-order analysis to Wyoming law. California's FTB will still try to apply California law on tax-nexus and operating questions if you do business in California. The structuring decision should account for both, not just one.

Are single-member LLCs worth forming if I want charging-order protection? A single-member LLC in a Tier 1 state is still better than a sole proprietorship, but the protection is materially weaker than a multi-member LLC. In re Albright and Olmstead are why most asset-protection counsel recommend a real co-member for litigation-prone operators.

What is the most-protective state by statute alone? Wyoming, Nevada, Delaware, and South Dakota are the most-cited, with strong statutory exclusivity language. Wyoming has the longest body of case law because it is the oldest LLC jurisdiction.

Your Next Step

If charging-order strength is one of the reasons you are forming an LLC, pick a state in Tier 1, draft an Operating Agreement that respects the entity, and stop treating the LLC as your personal piggy bank. We file Wyoming, Texas, Florida, Delaware, Nevada, and New Mexico LLCs and serve as registered agent in each. Compare state-by-state pricing and statutes on our state comparison index or pick your formation state directly.

About this article: State LLC Service publishes plain-English explanations of LLC formation, registered agent requirements, and asset-protection statutes across all 50 states. We are an LLC formation and registered agent service. We are not a law firm and do not provide legal advice; consult licensed counsel in your state for questions specific to your situation.

Disclosure: This article references statutes and court opinions from multiple states. Statute citations were current as of May 1, 2026; rules change and any reader should verify the current text before relying on it. Independent Curator Disclosure: This article references named industry voices we follow (researchers, attorneys, CPAs, and educators) along with statutes and court opinions. The named individuals and firms are independent of our service. We have no business relationship with them beyond researching and synthesizing publicly available content they have published. References do not imply endorsement, sponsorship, or affiliation. Always consult licensed counsel for advice specific to your situation.