Fact checked for accuracy by Billie Anne Grigg, a bookkeeper and Mastery Level Certified Profit First Professional.
Forming a limited liability company in Wyoming is a good business move if you are looking for the limited liability of a corporation while also having the flexibility of a sole proprietorship or partnership. In this article, you will find a comprehensive guide that will walk you through everything you need to know about forming an LLC in Wyoming.
Step 1: Choose a Name For the LLC
Choosing a name for your LLC is the very first step in forming the business. However, naming your business is not as simple as just choosing a name you like. In Wyoming, there are a number of rules in place for choosing a name. These need to be adhered to or you run the risk of your application being rejected.
Here are the Wyoming naming rules:
- The chosen name must include one of the following: Limited Liability Company, LLC, L.C., L.L.C., or LC.
- The chosen name cannot be the same as one that is already registered with the Wyoming Secretary of State. An online search of the Wyoming database can be conducted to check if your business name is available.
- Certain restricted words will require additional paperwork. This is typically for professional LLCs like lawyers or doctors.
- The chosen name cannot have any words that are used to describe government or military institutions.
There is also the option to reserve your name with the state for up to 120 days. This is a good option for entrepreneurs who have a business name prepared but are not quite ready to form an LLC. To do this, you will need to pay the $60 application fee, complete the form, and send the application by mail.
Businesses can also operate under a different name than what is supplied in the Articles of Organization. This is known as a DBA (Doing Business As) or a fictitious name and can be applied for with the Wyoming Secretary of State for a $100 fee. An application form will need to be filled out completed and mailed.
Step 2: Appoint a Registered Agent for the LLC
All LLCs in the state of Wyoming will need to appoint a registered agent. The registered agent can either be an individual or a company. You can even select yourself or another member of the LLC to be the registered agent. However, the appointed registered agent must have a physical street address in Wyoming and must be available during regular business hours.
A registered agent is someone who will be your go-to contact person with the state. They will accept all legal mail and documentation on behalf of your business.
Wyoming differs from other states as the registered agent will need to complete a “consent to appointment” form, which is included in the Articles of Organization.
Step 3: File the Articles of Organization
Upon submitting the application, you will need to pay the non-refundable fee to the state. For mail submissions, the fee is $100 and for online filings, the fee is $102.
The Articles of Organization will include the following information:
- The name and mailing address of the LLC
- The name and address of the registered agent
- The principal office address
- The contact information and signature of the organizer
- The completed registered agent appointment consent form
Once received, the state will process your documents and let you know if the application was accepted or denied.
Step 4: Create an Operating Agreement
Having an operating agreement in Wyoming is not a requirement, but drafting one is highly recommended when owning a business. An operating agreement is an internal document that contains everything one would need to know about the business. In other words, it is a guide or manual of the business. The operating agreement can be drafted by yourself, by a lawyer, or you could even download a free template off the internet.
An operating agreement is also extremely helpful in the event that your business is sued or involved in a dispute. All decisions will be based on whatever information is provided in the document.
There aren’t any rules on what needs to be included in an operating agreement, but you should at least include the following:
- The contact information for the LLC
- The contact information for the registered agent
- A brief summary of the purpose of the LLC
- The way all profits and losses are divided amongst members\
- The management structure
- The names and contact details of the members and managers
- The different procedures of the business, for example, hiring new employees
- Any additional information you feel is important
Step 5: Obtain Your Employer Identification Number
An Employer Identification Number, EIN, is a number issued by the Internal Revenue Services for tax purposes. This nine-digit number identifies the business as a taxable entity. There is no charge for applying for this number. You can either apply online or you can fill out Form SS-4 and send it by mail.
Having an EIN allows you to open bank accounts for the business, manage and pay taxes, as well as hire employees.
Cost to Start an LLC in Wyoming
There are a number of costs associated with starting an LLC in Wyoming that need to be budgeted for. At the very least, expect to pay $100 or $102 to file the Articles of Organization, depending on whether you will be applying by mail or online. If you decide to reserve your name before you file your Articles, this is an additional $60 to account for. If you need to register a fictitious name or DBA, there is an additional $100 fee. Finally, if you decide to hire a registered agent service, expect to pay somewhere between $49 to $300, depending on the service hired.
What To Do After Forming Your LLC in Wyoming
Now that you have officially formed your LLC in Wyoming there are some additional tasks that need to be completed to ensure that your business runs smoothly and successfully.
Open a Business Bank Account
Separating your personal and business assets is an important step to owning a business. This will not only make taxes easier but will also protect your own assets. The easiest way to separate your assets is to open a business bank account. All you need to open one is an EIN and a copy of your Articles of Organization. As an additional step, consider getting a business credit card as well to manage all of your expenses.
Obtain Business Licenses
In Wyoming, if your LLC will collect sales tax on goods sold, you will need to apply for a seller’s permit. To do this, you will need to register on the Wyoming Department of Revenue (DOR) website.
To find out what other licenses and permits you might need for your business, you can check out the Wyoming Business Council website.
Get Legal Advice
Hiring a business attorney is a great way to ensure that you don’t make any costly legal mistakes. If you have any doubts at all about the legality of certain things, consult a business attorney and make sure you are staying compliant throughout the life of your LLC.
Hire an Accountant
Taxes can get complicated even for the best of us. The easiest way to deal with tax requirements is to hire an accountant. Whether you put one on your payroll or hire an accounting firm, they will take care of everything during tax season and can help you to avoid accidentally overpaying on taxes.
File Your Annual Report
All LLCs operating in Wyoming must complete and submit an annual report before the deadline. The annual report is due on the first day of the month that the LLC was formed. So, for example, if your LLC was formed on August 16th, your annual report would be due on August 1st. If the annual report is not filed within 60 days of the due date, you may risk the dissolution of your LLC by the state.
The annual report is filed online and a non-refundable fee will be paid to the state. The amount paid is either $50 or 0.0002% of the value of all the LLC’s assets.
How to Keep Your LLC Compliant in Wyoming
You’ve done all the hard work in forming your LLC in Wyoming. Congratulations! The last thing you want now is to lose the business due to non-compliance with the state. There are a few things to be mindful of in order to keep your LLC compliant in the state of Wyoming.
- File and pay the annual report by the provided deadline
- File and pay all state and federal taxes
- Maintain your registered agent
- Ensure all licenses and permits are up to date
- Remain knowledgeable on state regulations and any changes made to them
Tax Filing Requirements for LCCs in Wyoming
Unless your LLC is being treated as a C or S corporation, LLCs in Wyoming do not pay any federal taxes on income earned from the business. Wyoming is one of the seven states that does not impose state income tax or corporate tax on individuals. Therefore the only “income tax” the LLC will pay is the annual report fee.
If your LLC has employees, then you will pay Unemployment Insurance taxes. To do this, you will need to register with the Wyoming Department of Workplace Services (DWS) and complete Form WY1C1WC.
If you have a seller’s permit, you will be required to pay sales tax, which is currently taxed at 4%. To pay sales tax, you must register with the Wyoming Department of Revenue and send quarterly tax returns to their website.
Frequently Asked Questions
How long does it take to register an LLC in Wyoming?
If you register your LLC online, the Articles of Organization will be approved immediately and can be downloaded after payment. Registering by mail takes much longer, with a processing time of 5 to 7 business days. However, this timeframe does not include any mailing time, so in reality, expect it to take around 3 weeks.
What tax structure should I choose for an LLC in Wyoming?
In Wyoming, all LLCs are assigned a default tax structure known as a pass-through entity. By choosing to keep this tax structure, your LLC will not pay any state income taxes, only federal income taxes paid individually by the members of the LLC. This tax structure is the simplest and most commonly used by LLCs in Wyoming.
If you do wish to lower the amount of federal self-employment taxes, you have the option of choosing to be treated as a corporation. This will need to be declared to the IRS.
Choosing which tax structure is best for your business will depend on your individual circumstance. To understand what tax structure would be best for you, consult a business attorney or accountant.
Should you hire an LLC formation service in Wyoming?
Hiring a formation service is not something you are legally required to do in order to form an LLC in Wyoming. And since forming an LLC in Wyoming is a pretty straightforward process, many business owners do so without the help of a formation service. However, it can be a good idea for those that simply don’t have the time to deal with the paperwork while starting a business. If you hire an LLC formation service, they will take care of all of the nitty-gritty details, so you will be free to focus on other aspects of your business.