Starting a new company can feel intimidating, especially for new entrepreneurs. In Wyoming specifically, the requirements to form a Wyoming LLC can seem complicated. Fortunately, this guide is here to help.
A limited liability company (LLC) is a business structure that is very popular for entrepreneurs. It helps shield the owners from liability, providing asset protection in the case of a lawsuit or legal issue. It provides much more legal protection than a sole proprietorship, and it’s a bit easier to form than a corporation or S-corp.
In the article below, we will explain how to form an LLC in Wyoming, while satisfying all the necessary state requirements for small businesses.
1. Consider using an LLC Service
You can form an LLC in Wyoming on your own, but for the smoothest experience, it’s well worth using a professional service. There are many companies that can help walk you through the entire process, ensuring that each step is done accurately and efficiently.
Companies like ZenBusiness and Incfile provide an affordable way to start a new business in Wyoming. They essentially serve as a middleman between you and the Wyoming government, helping guide you through the registration process. These companies can also serve as your Registered Agent, which is a requirement for WY LLCs.
If you choose to go this route, you will need to pay a bit extra, on top of Wyoming’s state fees. However, a professional LLC service can save you a lot of time and headache, so for many business owners, the extra cost is well worth it.
Check out our roundup of the Best LLC Services
2. Name your business
You will need to name your LLC in order to register it, and Wyoming has some specific rules that must be followed:
- The business name must contain “limited liability company”, or abbreviations such as “LLC”, or “L.L.C.”
- The business name cannot contain government-related phrases, like “FBI” or “Treasury”
- The business name must be unique from other already established LLCs in Wyoming
- Certain phrases, like “University” or “Attorney” are subject to additional regulations
To confirm that a name is available, you can use the business entity search feature on the Wyoming Secretary of State’s website. This tool lets you conduct a name search in a database of every business that is registered in the state of Wyoming, to ensure that your name is not too similar to existing firms.
While selecting a name, keep in mind that your official LLC business name does not necessarily have to be the name you do business as. “Doing Business As” (DBA) names are optional add-ons to business licenses that allow you to operate under additional names. For example, your LLC may be “Fresh and Tasty Foods, LLC”, and you may have add-on DBAs of “Garden Fresh Salsa” and “Mary’s Jam”.
The system of DBA names also means that you don’t necessarily have to worry too much about the name you select for your LLC. Many LLCs and corporations have parent names that aren’t really public-facing, and instead use DBA names to actually operate under.
DBAs are not required, however. Your business can operate under the official LLC name, or under a DBA.
3. Select a Registered Agent
Wyoming requires that every LLC elect what is called a Registered Agent. A Wyoming registered agent must be an individual or company that resides in Wyoming. The purpose of a registered agent is to receive official documents from the state, and receive official legal documents for the business.
You can serve as your own registered agent, if you meet certain requirements. You can also appoint an employee. Or, you can use a professional service, which may cost around $100 per year. We typically recommend using a professional registered agent service, as it saves hassle – and also protects your private information. Plus, a service will ensure that you never miss an important piece of mail, and many offer other bundled services to help keep your business compliant.
If you opt to be your own registered agent, you’ll need to be a resident of Wyoming. You will need to provide a physical address to receive mail – either your home address or business office address (PO boxes are not allowed). This address will become public record, so keep your privacy in mind when making this selection.
Check out our roundup of the Best Registered Agent Services
4. Decide on Wyoming close LLC vs. standard LLC
Wyoming is a business-friendly state, as evidenced by their option to form a “close LLC” in the state. All limited liability companies help shield owner’s personal assets from liability related to their business, but the close LLC goes a step further.
A close LLC is mostly designed for family businesses, who want a tightly-controlled ownership structure. This business structure restricts asset transfers, and makes it easier to pass a business from one generation to the next. The full legal text of the Close LLC supplement can be found here.
Most businesses do not opt for the Close LLC designation, but it can be a good option for small family businesses.
5. File Wyoming Articles of Organization
You will need to fill out the Wyoming LLC Articles of Organization with all the relevant information. There are two ways to do this:
File Online – File for a new LLC online by filling out the virtual form.
File By Mail – Download and print out the form, filling it in completely. Then, mail it to:
Wyoming Secretary of State
2020 Carey Avenue Suite 700
Cheyenne, WY 82002
On this form, you will need to select whether or not you want to form a “close LLC” or a standard Wyoming LLC. For most companies, the standard LLC will suffice.
Either way you file, you will need to pay $100 for Wyoming’s state fees. This covers the cost to process your application, and is a mandatory fee. If you’re mailing in an application, you can simply include a check with your documents (instructions are found in the application document). If you’re filing online, there are various online payment options available – there is a $2 processing fee for online payments, bringing the total Wyoming LLC formation cost to $102 if filing online.
If you use an LLC filing service, like ZenBusiness, you’ll still pay Wyoming’s state fee, plus ZenBusiness’ small fees, as well. The only difference is that ZenBusiness will actually process the payment for you, and forward the money on to the WY Secretary of State.
6. Draft an LLC Operating Agreement
Wyoming’s rules do not require an LLC operating agreement, but most businesses should still draft one up. An operating agreement is a detailed legal document that lays out the ownership and operating procedures of a new business. It is a formal legal document, and it may be required for certain business activities.
Operating agreements are particularly important for multi-member LLCs. The agreement lays out the ownership structure of the new firm in detail, and is legally binding. Without one, future legal conflicts are much more likely.
Operating agreements are internal documents, which means that they are not submitted to any government agency. Instead, they are simply kept on file by the business entity.
For single-member LLCs, an operating agreement may not be necessary, as Wyoming doesn’t require one (many states do, however). You can use the services of an attorney to draft an operating agreement, or a service like ZenBusiness. Alternatively, you can look online for templates to draft one yourself.
7. Wait for your documents
Once you have submitted your application, you’ll simply need to wait for the WY Secretary of State to process your paperwork. Applications are generally processed in 6-10 business days, although it may take longer during peak times. Expedited filing speed may be available in some cases.
Assuming there are no issues with your paperwork, your application should be approved and documents mailed out within a few weeks. You will receive physical copies of key documents, mailed to your business address.
So there you have it: How to form a Wyoming limited liability company quickly and easily! Wyoming has a relatively simple process, as well as a cheap application fee, compared to many other states. Even so, some businesses may prefer to use a professional service for forming an LLC, to help navigate the state laws and file all necessary formation documents.
Steps to take after your business is formed
Once you’ve worked with the Secretary of State and Wyoming Department of Revenue to get your company registered, there are some additional steps that are important to handle quickly, as well as many ongoing requirements that you’ll want to keep in mind.
1. Apply for an Employee Identification Number (EIN)
Finally, most businesses should apply for a Federal Employee Identification Number, or EIN. This is a business tax ID number that is required for many business activities, including hiring employees and opening business bank accounts.
Because this is a federal tax ID, the application is actually handled by the IRS, rather than Wyoming’s government.
You can file for an EIN online at the Internal Revenue Service’s website. The process is free, and applications are handled quickly. If approved, you will receive an EIN letter with your new tax ID. If you want help with the application process, LLC formation services like ZenBusiness and Incfile offer optional services for EIN applications.
Once you have received an EIN, you should use it whenever you are asked for a tax ID number for your business. For instance, when filing federal corporate income taxes, or state income taxes, when paying your employees, or filling out tax forms for clients.
2. Open a business bank account
You will want to completely separate business and personal finances, and the best way to do this is to get a separate business bank account. You can use a bank that you already have a relationship with, or shop around to find the best business bank account possible.
To open a business checking account for an LLC, you’ll need an EIN (see above). Once you have this number, you’ll simply need to choose a financial institution and present both your EIN and business license to the banker.
3. Keep your business in good standing
Having finished the initial paperwork to get your business started, you may think that you are done – but this is far from the case! It’s extremely important to keep up with all ongoing filing requirements, on both the state and federal level. Here are a few of the filings to keep in mind:
- Wyoming requires an annual report to be filed once per year
- The IRS requires a business tax return to be filed once per year
- You may need to pay quarterly estimated taxes, payroll taxes, etc. on a quarterly basis, depending on the type of business you are running
- You may need to file returns or business license applications with the city or county you are operating in
- If your business expands to a new area, you may need new permits or licenses
- Depending on the type of business you own, you may need additional licenses, permits, etc.
- You need to keep a registered agent elected indefinitely, who is responsible for receiving official legal documents for the business
Keeping your firm in good standing means staying on top of tax returns and state filings, updating your mailing address if necessary, and operating your business under all relevant state and federal regulations. Wyoming’s Secretary of State website does a good job of explaining the various requirements, but you may also need to do some digging on your own.