It seems Canadians are still wrestling with whether to incorporate their startup in Delaware. I wrote about this question back in September 2014 and since then the post has racked up over 1,000 views. Back then, I concluded with this piece of advice, which I still stand by:
Don’t lock yourself into Delaware before you know where your investment comes from. Based upon the cost and complexity of operating a Delaware startup from Canada, I recommend that you incorporate in Canada at the start. Where a future U.S. investor requires you to incorporate in Delaware (or another state) your legal advisors can assist with this transition. Conversely, Canadian investors may prefer to invest in a Canadian company!
Tip: your product/service is important, not the place of incorporation.