How to Form an LLC in Wyoming (2026)
You form a Wyoming LLC by filing Articles of Organization with the Wyoming Secretary of State and paying the $100 filing fee. You must appoint a Wyoming registered agent and file an annual report, which costs $60 or $50, whichever is greater, based on assets located in Wyoming. Wyoming has no state income tax.
Quick Answer
- Form
- Articles of Organization
- Filing fee
- $100 (2026), to the Wyoming Secretary of State
- Agency
- Wyoming Secretary of State - file online or by mail
- Registered agent
- Required - a Wyoming resident or qualified entity who consents
- Ongoing
- Annual report due on anniversary month (Secretary of State)
- State income tax
- None
Wyoming Agency and Form: Secretary of State, Articles of Organization
A Wyoming LLC is created by filing Articles of Organization with the Wyoming Secretary of State. This document officially registers your limited liability company in the state. The Wyoming Secretary of State provides a fillable PDF form for the Articles of Organization, which can be filed online or by mail. Filing these articles and their acceptance by the Secretary of State brings the LLC into legal existence under the Wyoming Limited Liability Company Act.
The Articles of Organization require the LLC's name, the name and physical address of its registered agent, and the mailing address of the LLC. The name must include an LLC designator (such as "LLC," "L.L.C.," "Limited Liability Company," or "Ltd. Liability Co.") and be distinguishable from other entity names already on file with the Secretary of State. You can check name availability using the Secretary of State's online business name search tool. Filing online is generally the fastest method. This guide covers the general Wyoming process; for a national overview, see how to form an LLC.
How to Form a Wyoming LLC, Step by Step
Forming a Wyoming LLC is a straightforward process, primarily involving the Articles of Organization. Each step below corresponds to a requirement of Wyoming state law or federal tax regulations.
- Choose and check your LLC name. Select a name that includes an LLC designator and is distinguishable from names already on file with the Wyoming Secretary of State. Verify availability using the Secretary of State's online business name search. You may reserve a name for 120 days if you are not ready to file immediately. Also, confirm the name does not infringe on a federal trademark.
- Appoint a Wyoming registered agent. Every Wyoming LLC must designate a registered agent with a physical Wyoming street address (the registered office). The agent must be an individual Wyoming resident or a qualified entity authorized to do business in Wyoming, and must consent to the appointment. A post office box alone is not sufficient for the registered office.
- File the Articles of Organization. Submit the Articles of Organization to the Wyoming Secretary of State and pay the $100 filing fee. You can file online through the Secretary of State's website for the quickest processing, or send the form by mail. Once accepted, your LLC is legally formed.
- Create an operating agreement. While Wyoming law does not require an operating agreement to be filed with the state, it is a crucial internal document. An operating agreement defines the LLC's ownership structure, management roles, member responsibilities, voting rights, and profit/loss distribution. It helps prevent future disputes among members.
- Get an EIN and register for taxes. Apply for a free federal Employer Identification Number (EIN) from the IRS. This is necessary for opening a business bank account, hiring employees, and filing federal taxes. If your LLC will sell taxable goods or services, you will also need to register for a sales and use tax permit with the Wyoming Department of Revenue.
After these steps, open a business bank account (banks typically require the filed Articles of Organization and the EIN) and ensure your registered agent and annual reports are kept current.
Wyoming LLC Filing Fees (2026)
The primary cost to form a Wyoming LLC is the $100 filing fee for the Articles of Organization. The table below outlines common state fees for new LLCs, verified against the Wyoming Secretary of State's official fee schedule and the Wyoming Department of Revenue. These amounts are effective for 2026 and are set by the state, not by any third-party filing service.
| Item | Form | Fee (2026) | Agency |
|---|---|---|---|
| Articles of Organization (create the LLC) | Articles of Organization | $100 | Secretary of State |
| Annual Report License Tax | Annual Report | $60 minimum (or 0.0002 of assets in WY, whichever is greater, minimum $50) | Secretary of State |
| Change of registered agent / registered office | Statement of Change | $0 (no fee) | Secretary of State |
| Name reservation (120 days) | Application for Reservation of Name | $50 | Secretary of State |
| Sales and Use Tax License | Online application | $0 (free) | Department of Revenue |
| Federal EIN | IRS Form SS-4 | $0 (free) | IRS |
Wyoming generally offers quick processing for online filings. Always confirm the most current fees on the Wyoming Secretary of State's website before filing, as they can change.
Wyoming Registered Agent Requirement
A Wyoming registered agent is an individual or entity designated to receive legal documents, service of process, and official state correspondence on behalf of your LLC. Wyoming Statute §17-16-501 requires every domestic and foreign filing entity, including an LLC, to continuously maintain a registered agent and a registered office in Wyoming. The initial registered agent is named directly in the Articles of Organization.
The registered agent must be an individual resident of Wyoming or a domestic or foreign entity authorized to transact business in Wyoming. The registered office must be a physical street address in Wyoming, not just a post office box. The designated agent must consent to the appointment. You can serve as your own registered agent, appoint a manager, or hire a commercial registered agent service. There is no fee to change your registered agent or registered office by filing a Statement of Change with the Secretary of State. Failure to maintain a registered agent can lead to administrative dissolution of the LLC. For more details, refer to Wyoming registered agent requirements and the national registered agent overview.
Wyoming Annual Report and License Tax
Wyoming LLCs are required to file an Annual Report with the Secretary of State. This report is also referred to as the "Annual Report License Tax." The purpose of this report is to keep the state's records updated and to pay the annual license tax. Unlike many states, Wyoming does not have a state corporate or personal income tax, making this annual report and its associated fee the primary ongoing state-level financial obligation for most LLCs.
The annual report is due on the first day of the anniversary month of the LLC's formation. For example, if your LLC was formed on June 10th, its annual report will be due on June 1st each year. The fee for the annual report is calculated as $60 or 0.0002 of the LLC's assets located in Wyoming, whichever is greater, with a minimum fee of $50. Most small LLCs will pay the $60 minimum fee. The report can be filed online through the Secretary of State's website. Failure to file the annual report and pay the license tax can result in the LLC being administratively dissolved by the state.
EIN, Sales Tax, and Business Licenses
A federal Employer Identification Number (EIN) is a unique nine-digit number assigned by the IRS, similar to a Social Security number for businesses. It is required for LLCs with more than one member, those with employees, or those that elect to be taxed as a corporation. Even single-member LLCs without employees often obtain an EIN to open a business bank account or to simplify tax filings. The EIN is free and can be obtained online from the IRS website.
Wyoming does not have a state income tax. However, if your LLC will sell taxable goods or services, you must obtain a Sales and Use Tax License from the Wyoming Department of Revenue. This license is free and can be applied for online. Wyoming does not have a general statewide business license, but specific industries or professions may require special licenses or permits. Additionally, some cities or counties may have their own local licensing requirements. It is advisable to check with your local government for any specific local business license needs. See business licenses for general information.
Penalties for Non-Compliance in Wyoming
Failure to comply with Wyoming's statutory requirements for LLCs can lead to significant penalties. The most common consequence for non-compliance is administrative dissolution by the Secretary of State. This can occur if an LLC fails to file its annual report and pay the associated license tax, or if it fails to maintain a registered agent and registered office.
An administratively dissolved LLC loses its good standing and its legal authority to conduct business in Wyoming. This can impact its ability to enter into contracts, maintain bank accounts, and protect its members from personal liability. Reinstatement typically requires filing all delinquent annual reports, paying all outstanding fees and penalties, and correcting any deficiencies (such as appointing a new registered agent). It is crucial to stay current with all filing obligations to avoid these issues.
Closing a Wyoming LLC
To properly close a Wyoming LLC, you must formally dissolve it with the Secretary of State. This involves winding up the business affairs, settling debts, and distributing remaining assets. The final step is to file Articles of Dissolution with the Wyoming Secretary of State. Simply abandoning the LLC will not terminate its legal existence and may leave it subject to ongoing annual report requirements and potential penalties. For a comprehensive guide, refer to how to dissolve an LLC.
Frequently Asked Questions
How much does it cost to start an LLC in Wyoming?
The state filing fee for the Articles of Organization is $100, paid to the Wyoming Secretary of State. There is also an annual report fee of $60 or 0.0002 of assets in Wyoming (minimum $50), whichever is greater.
What form do I file to create a Wyoming LLC?
You file the Articles of Organization with the Wyoming Secretary of State. This can be done online or by mail, with a $100 filing fee.
Does a Wyoming LLC need a registered agent?
Yes. Every Wyoming LLC must continuously maintain a registered agent and a physical Wyoming registered office. The agent must be a Wyoming resident or a qualified entity and must consent to the appointment.
Does a Wyoming LLC pay state income tax?
No. Wyoming has no state corporate or personal income tax. LLCs are subject to an annual report fee, and may be subject to sales and use tax if they sell taxable goods or services.
When is the Wyoming annual report due?
The annual report is due on the first day of the anniversary month of the LLC's formation. For example, if your LLC was formed in July, the report is due July 1st each year. The fee is $60 or 0.0002 of assets in Wyoming (minimum $50), whichever is greater.
Related
- How to form an LLC (cluster hub)
- Wyoming registered agent requirements
- How to get an EIN
- LLC operating agreement
- How to dissolve an LLC
- How to form an LLC in Delaware (sibling)
- How to form an LLC in Nevada (sibling)
Sources
- Wyoming Secretary of State - Articles of Organization (PDF).
- Wyoming Secretary of State - Business Filing Fees ($100 Articles of Organization, Annual Report fee calculation).
- Wyoming Secretary of State - Registered Agents Information (requirements for registered agents).
- Wyoming Secretary of State - Annual Reports Information (due dates, fees).
- Wyoming Secretary of State - Business Name Search (checking name availability).
- Wyoming Secretary of State - LLC FAQs (general information on Wyoming LLCs).
- IRS - Get an Employer Identification Number (EIN) (free EIN application).
- IRS - Limited Liability Company (LLC) (federal tax classification).
- Wyoming Statutes - Title 17, Corporations, Partnerships, and Associations (specifically Chapter 29, Limited Liability Company Act).
- Wyoming Statutes - Title 16, City, County, State and Local Powers (general administrative provisions).
- Wyoming Department of Revenue - Sales and Use Tax (information on sales tax licenses).
- Wyoming Department of Revenue - Income Tax (confirmation of no state income tax).
LegalGlass provides general information for educational purposes and is not a law firm or a substitute for advice from a licensed attorney or tax professional. Laws, fees, and thresholds change; verify current requirements with the Wyoming Secretary of State and Wyoming Department of Revenue before acting.