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When starting a new company, choosing a business entity is the most important decision that the founders must make. For most businesses with more than one founding member, forming as an LLC is often the best option for a number of reasons.
An LLC is an uncomplicated business structure that affords business owners legal protection by separating personal assets from business debts. Moreover, LLCs often enjoy a lower tax rate than corporations. Nevertheless, creating an LLC can get complicated depending on where you are based, with the formation process, filing fees, and continuing legal obligations differing from state to state.
The procedure for forming an LLC in Wyoming does not deviate much from the standard process used in most U.S. states. To avoid a misstep in the filing process, follow these steps to start an LLC in Wyoming, and refer to the checklist at the bottom of the post to familiarize yourself with the legal and financial requirements for LLCs in the state.
Starting an LLC in Wyoming step-by-step
1. Select a name for your Wyoming LLC
Follow naming requirements
There are 2 major guidelines to follow when naming your LLC in the State of Wyoming:
- An LLC’s name must be distinguishable from the names of existing business entities on file with the Wyoming Secretary of State.
- An LLC’s name must contain one of the following phrases or abbreviations: “Limited Liability Company”, “Limited Company”, “LLC”, or “L.L.C.”, “LC”, or “L.C.” The abbreviations “Co.” and “Ltd.” may be substituted for the words “Company” and “Limited”, respectively.
Check LLC name availability
Confirm that the LLC name you’ve selected is available in Wyoming using the Secretary of State Business Search.
Reserve your LLC name with the Secretary of State
Reserving your LLC name prevents another Wyoming business entity from using it before you can legally organize your business in the state.
File an Application for Reservation of Name with the Wyoming Secretary of State by mail (no online filing option) to reserve a name for up to 120 days. The filing fee is $50.
2. Designate a registered agent
As in every U.S. state, forming an LLC in Wyoming requires the appointment of a registered agent service to handle state and federal legal documents and service of process on the business’s behalf.
The registered agent must either be a state resident or business entity with a street address in Wyoming OR if the individual or business is based out-of-state, they must have a business office in Wyoming.
3. File Articles of Organization
An LLC is formed in Wyoming through the filing of Articles of Organization with the Wyoming Secretary of State.
You can file the articles online or by postal mail. The filing fee is $102 for online filings and $100 for mail filings.
The Articles of Organization must provide the following information:
- LLC’s name and principal office address, and mailing address (if other than principal office address)
- Registered agent name and mailing address
- The signature and contact information of an LLC organizer
Foreign LLC registration
An LLC formed in a state other than Wyoming intending to do business in the state must register with the Wyoming Secretary of State.
Complete these steps to do business in Wyoming as a foreign LLC:
- Comply with Wyoming LLC naming guidelines and confirm that the LLC’s name is available using the Secretary of State Business Search.
- Appoint a Wyoming registered agent.
- File an Application for Certificate of Authority with the Wyoming Secretary of State by mail (no filing option). The filing fee is $100.
- The application must include two additional items: 1. a certificate of existence or a certificate of good standing from the LLC’s state of origin from no more than 60 days before filing an application with the Wyoming Secretary of State 2. A written consent to appointment signed by the LLC’s registered agent (included in application)
4. Draft an operating agreement
Although not a legally mandated step for forming an LLC in Wyoming, drafting a comprehensive LLC operating agreement is strongly recommended for all nascent limited liability companies.
The operating agreement should do the following:
- Describe the LLC’s business structure
- Establish the individual responsibilities and obligations of LLC members
- Detail how the LLC will be run
Without an operating agreement clarifying the specific duties of its members, an LLC may face significant legal and operational difficulties.
5. Obtain an IRS Employer Identification Number (EIN)
All newly formed LLCs in the United States must acquire an Employer Identification Number (EIN) from the Internal Revenue Service (with the exception of single-member LLCs).
The nine-digit EIN is like a social security number for a business and is necessary to pay income tax, file tax returns, open business bank accounts, and perform many other important functions.
You can apply for an EIN online on the IRS website without paying a filing fee.
6. Fulfill your Wyoming LLC’s additional legal obligations
Once an LLC is registered, its members must devote attention to fulfilling legal requirements that apply for the duration of the company’s existence.
File annual reports
All LLCs doing business in Wyoming, including foreign LLCs, are required to file an annual report with the Wyoming Secretary of State and pay an annual license tax (click here for tax amount information).
The annual report and tax payment are due on the first day of the anniversary month of the LLC’s formation or authorization to do business in the state (foreign LLCs).
The annual report can be filed online or by postal mail.
Obtain business licenses and permits
LLCs doing business in Wyoming may be required to obtain one or more state or locally issued business licenses, permits, or certifications depending on their type of business and location.
Visit the Licensing and Permitting page of the Wyoming Business Council website for information on state business licenses and permits. For information on local licensing requirements, contact a county or city clerk in the county or municipality where your LLC is based.
Register with the Wyoming Department of Revenue
LLCs doing business in Wyoming may be required to register with the Wyoming Department of Revenue depending on whether the LLC has employees or collects sales tax on retail goods and services.
You can learn more about DOR registration and find the necessary forms online at the Department of Revenue website.
Wyoming LLC checklist
A Wyoming LLC’s name must obey the following guidelines:
- Must be distinguishable from the names of existing business entities on file with the Wyoming Secretary of State.
- Must contain one of the following phrases or abbreviations: “Limited Liability Company”, “Limited Company”, “LLC”, or “L.L.C.”, “LC”, or “L.C.” The abbreviations “Co.” and “Ltd.” may be substituted for the words “Company” and “Limited”, respectively.
Formational documents and filing fees:
- Application for Reservation of Name (optional) – $50 filing fee
- Articles of Organization – $102 online filing fee, $100 mail filing fee
- Application for Certificate of Authority (foreign LLCs only) – $100 filing fee
- An LLC is created in Wyoming through the filing of Articles of Organization with the Wyoming Secretary of State.
Additional legal obligations:
- File annual reports – Required for all LLCs doing business in Wyoming
- Obtain business licenses and permits – Required for certain LLCs active in Wyoming depending on their business type and location
- Register with the Wyoming Department of Revenue – Required for certain LLCs active in Wyoming depending on their business type