North Dakota taxes personal income (Graduated, but very low: 0%, 1.95%, and 2.50%), and imposes no separate entity-level income tax on LLCs. A Wyoming holding company does not erase North Dakota's own entity-level obligations on a North Dakota subsidiary, but it can still add liability separation and keep the parent's ownership off North Dakota's public LLC filings.
North Dakota has no franchise tax, no minimum LLC tax, and no gross receipts tax. A standard pass-through North Dakota LLC owes no entity-level state tax at all. North Dakota recognizes the federal S-Corp election automatically with no separate state approval, and a Pass-Through Entity election is also available as an optional SALT-cap workaround.
The general federal tax treatment of holding companies (consolidated filings, dividends-received deductions, and the like) is set at the federal level and does not change state to state — what changes is the entity-level tax North Dakota itself charges an LLC or corporation formed or registered there.
North Dakota levies no franchise tax and no entity-level income tax on pass-through LLCs, so the holding company itself owes nothing to the state on income that flows up from its subsidiaries. That income lands on members' personal returns, where North Dakota's graduated income tax tops out at only 2.5% — one of the lowest top rates of any state that taxes income at all. The single recurring state obligation per entity is the $50 Annual Report due November 15, making the carrying cost of a multi-entity North Dakota structure predictable and low.
North Dakota does not levy a corporate franchise tax or any flat annual entity tax. A C-Corp instead pays graduated corporate income tax on North Dakota taxable income at 1.41 percent on the first $25,000, 3.55 percent on the next $25,000, and 4.31 percent above $50,000, filed with the Office of State Tax Commissioner by April 15. The only recurring Secretary of State charge is the $25 annual report due August 1. There is no minimum tax.
North Dakota LLCs must file Annual Report with North Dakota Secretary of State, due November 15 each year, with a fee of $50.
Filing after November 15 adds a $50 late penalty, bringing the total to $100, and continued non-filing can lead to administrative dissolution by the Secretary of State.
A common structure pairs a Wyoming LLC as the parent with a North Dakota entity handling operations, holding property, or running a North Dakota-facing business.
The North Dakota entity still owes whatever North Dakota itself charges — no separate entity-level tax if it stays taxed as a pass-through LLC — regardless of where its parent is formed; pairing it with a Wyoming LLC does not change the North Dakota subsidiary's own filing or tax obligations. What the Wyoming parent adds is liability separation, and the Wyoming company's own ownership stays out of North Dakota's public LLC filings.
For more on the general structure, see the Wyoming holding company guide and how to set one up.
Tax agency reference: North Dakota Office of State Tax Commissioner (tax.nd.gov).
Note: Tax rates, fees, and thresholds shown here reflect state tax research last verified July 2026; reconfirm current figures directly at tax.nd.gov before relying on them for a specific filing.
North Dakota's tax treatment of a holding structure comes down to its personal income tax (Graduated, but very low: 0%, 1.95%, and 2.50%) and the absence of a separate entity-level LLC tax. If you have questions about structuring a Wyoming-North Dakota holding arrangement, reach out through our contact form.
If you have questions about structuring a Wyoming-North Dakota holding arrangement, reach out through our contact form or call +1 (307) 683-0983 to speak with one of our experienced Business Success Advisors. Visit our homepage and blog for more.