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How to form a Wyoming LLC

4 min read
How to form a Wyoming LLC

Why founders pick Wyoming

Wyoming is known for low formation fees, strong privacy protections, and straightforward maintenance requirements. The state has no corporate income tax, and annual report fees are based on in-state assets, often making Wyoming attractive for holding companies and online businesses. Understanding the process helps you capitalize on these benefits without missing key deadlines.

Step 1: Select a compliant name

Wyoming requires LLC names to include “Limited Liability Company,” “LLC,” or “L.L.C.” and be distinguishable from existing entities. Use the Secretary of State’s business center to search availability. You can reserve a name for 120 days by filing an Application for Reservation of Name and paying the 60 dollar fee. Consider securing related domain names and trademarks to protect your brand.

Step 2: Appoint a Wyoming registered agent

A registered agent with a physical address in Wyoming must be available during business hours to accept legal documents. Because many owners form Wyoming LLCs remotely, most hire a professional registered agent service. Annual fees typically range from 50 to 150 dollars. Make sure the service includes mail forwarding and compliance reminders, and update the Secretary of State immediately if the agent changes.

Step 3: File Articles of Organization

File the Articles of Organization online for the quickest turnaround or mail the paper form to the Secretary of State. The filing fee is 60 dollars for online submissions and 100 dollars for paper filings. You must provide the LLC name, registered agent information, mailing address, and organizer details. Wyoming does not require you to list members or managers publicly, preserving privacy. Once approved, download the filed articles and store them with your corporate records.

Step 4: Prepare an operating agreement

Wyoming does not mandate operating agreements, but a written agreement solidifies liability protection and clarifies governance. Outline ownership percentages, manager authority, voting procedures, capital contributions, and profit distribution. Include provisions for admitting new members, handling buyouts, and resolving disputes. Single-member LLCs should document how they separate business and personal affairs.

Step 5: Obtain an EIN and plan for taxes

Apply for an Employer Identification Number from the IRS. Even if the LLC has one member, the EIN simplifies opening bank accounts and hiring employees. Wyoming does not impose corporate or personal income taxes, but you must collect sales tax if you sell taxable goods or services within the state. Register with the Wyoming Department of Revenue and monitor remote seller thresholds if you ship products to other states.

Step 6: Open bank accounts and maintain records

Present the Articles of Organization, EIN letter, and operating agreement when opening bank accounts. Draft resolutions authorizing signers and keep digital copies of all banking documents. Implement accounting software to track income, expenses, and capital contributions. Consistent recordkeeping protects the LLC’s liability shield and supports future financing or audits.

Step 7: File the annual report

Wyoming LLCs must file an annual report and pay a license tax equal to 60 dollars or two-tenths of one mill on the dollar of in-state assets (whichever is greater). Reports are due by the first day of the anniversary month of the LLC’s formation. File online for immediate confirmation. Missing the deadline results in penalties and potential administrative dissolution, so add reminders to your compliance calendar.

Maintain privacy best practices

Wyoming allows nominee managers and does not require listing members on public filings, but banks and tax authorities may still request beneficial ownership information. Store operating agreements, membership ledgers, and meeting minutes securely. If privacy is a key objective, use a professional registered agent and avoid using your home address on optional filings.

Protect liability and plan for growth

Keep personal and business funds separate, document loans in writing, and maintain adequate insurance coverage. If you plan to raise capital or distribute profits unevenly, update the operating agreement to address preferred returns, vesting, and voting rights. Wyoming’s flexible LLC statute accommodates series LLCs and asset protection strategies, but consult counsel before adopting complex structures to ensure you meet registration and reporting obligations in every state where you operate.

Foreign qualification

If your Wyoming LLC does business in other states, register as a foreign entity there. This step is essential if you maintain offices, employees, or significant sales in another jurisdiction. Conversely, foreign LLCs expanding into Wyoming must file an Application for Registration of Foreign Limited Liability Company and appoint a registered agent. Compliance with each state’s rules preserves your ability to enforce contracts and protects limited liability.

Dissolution procedures

To dissolve, file Articles of Dissolution with the Secretary of State after paying liabilities and distributing assets. Cancel sales tax permits and other registrations, close bank accounts, and maintain records for at least seven years. Inform counterparties in writing so you have documentation if claims surface later.

Build a compliance calendar

Even though Wyoming’s obligations are minimal, create a compliance calendar that tracks annual report deadlines, registered agent renewals, tax filings, and insurance policies. Review the calendar each quarter and verify that contact information remains current with the Secretary of State. Consistent attention keeps your Wyoming LLC in good standing while you focus on building the business.

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