1. Benefits of LLCs and Corporations
2. Naming Your Business
3. What Is an Operating Agreement?
4. Filing Proper Paperwork
5. Do You Need an EIN?
6. How to Open a Business Bank Account?

Understanding Wyoming business registration is important if you want to open a business in Wyoming. At formation, entrepreneurs have the option of choosing a business structure in which they will operate their business under. A Limited Liability Company, LLC, corporation, sole proprietor, or a partnership are four options to choose from, with LLC or corporations being the more common choice.

The structure under which you will operate is one of the first and most important decisions you will make. What structure you choose will determine how your business will be taxed and how it can carry out its functions.

Benefits of LLCs and Corporations

LLCs and corporations tend to be the more popular choice for the following reasons. Both are very similar in that they:

  • Provide a pass-through taxation
  • Have fewer compliance regulations
  • Provide greater prestige
  • Have a long-standing legal precedent
  • Have built-in reinvestment management

Naming Your Business

When choosing a name for your business, you should do a business name search for the state of Wyoming to ensure the chosen name is available. Be sure to include LLC or Corp as part of your name to identify the type of entity it is. Ideally, you want your name to be distinguishable and unique to set it apart. You can check for name availability by clicking here.

What Is an Operating Agreement?

Wyoming requires all businesses to have a governing document to address business ownership rights and management of the company. These documents come in the form of bylaws or operating agreements. An operating agreement governs an LLC, while a corporation is governed by corporate bylaws. In the state of Wyoming, these documents are internal, meaning you are not required to file them.

An LLC's operating agreement will identify all owners and each owners' percentage of ownership. This is usually based on the initial contribution the owner has invested. Corporations will identify ownership based on the owners' initial contributions and the amount of stock each shareholder will receive.

Owners of LLCs are referred to as members, and the LLC is most often managed by either its members or a manager. An operating agreement will specify if the company is member-managed or manager-managed. It will also define all management responsibilities along with all the responsibilities for members as well.

In contrast, a corporation is required to have a Board of Directors at formation, and then a President, Secretary, and Treasurer, which is appointed by the Board of Directors.

Filing Proper Paperwork

In Wyoming, you will need to file a formation document with the Secretary of State. If you are operating as an LLC, this will be the Articles of Organization. If you are operating as a corporation, this will be the Articles of Incorporation. Both articles will require you to pay a $100 processing fee when filed.

LLCs and corporations are required by state law to assign a registered agent on the Articles of Organization or Incorporation. The agent will be the one who accepts communications on behalf of your business for legal proceedings.

For federal tax purposes, you will need to apply for an Employer Identification Number, EIN, if you are a corporation. The Internal Revenue Service, IRS, issues the EIN, and may also be referred to as a Federal EIN or FEIN. While all corporations are required to have an EIN, LLC's may be exempt in certain instances.

Do You Need an EIN?

The IRS determines if your business needs an EIN by asking the following questions:

  • Will you hire employees?
  • Are you a corporation or a partnership?
  • Do you tax liability in relation to excise, alcohol, tobacco, firearms or employment?
  • Do you withhold taxes on income paid to a non-resident align, other than wages?
  • Do you offer a Keogh Plan?
  • Do you have involvement with any of the following organizations?

- Trust, Estates

- Non-Profit Organizations

- Real estate mortgage investment conduits

- Farmers Cooperatives

- Plan Administrators

How to Open a Business Bank Account?

In order to process the monetary transactions of your business, you will need to open a bank account. The process is relatively simple and requires you to open a Wyoming LLC business account or a Wyoming Corporation business account. When opening a business account you should call the local branch for a complete list of requirements. Most all banks will request your Articles of Organization or Incorporation, your operating agreement, a copy of your business license, and your Initial Resolution document to authorize the opening of an account.

If you need help with Wyoming business registration, you can post your legal need on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.