A Wyoming corporation is a business entity based in Wyoming State with a higher asset protection and cheaper incorporation process than several other states that also provides benefits regarding freedom and privacy. Creating a Wyoming corporation requires a registered agent, and you can choose between becoming a Wyoming C-corp or S-corp tax designation.

Stating a Corporate Purpose

Every Wyoming corporation has the purpose to do lawful business. No additional purpose need be made in the Articles of Incorporation. The only exception is if you want to limit your company to a single purpose.

Why Incorporate in Wyoming?

  • Save money

    • Lower LLC fees and other expenses than many states; for example, it’s cheaper for Wyoming Corporate Services to deliver a quality business package with LLC forms than in Delaware

    • Business licenses have no fees

    • No filing fees

  • Cost-effective to create and maintain incorporation status

    • Renewal cost is usually $50

Reasons Why You Should Form a Wyoming LLC or Corporation: Asset Protection

Directors and officers of a Wyoming corporation have a very high level of asset protection from creditors or plaintiff lawyers. This is also true of a Wyoming LLC. Business privacy is another great benefit of forming a corporation in this particular state.

Reasons Why You Should Form a Wyoming LLC or Corporation: Privacy

In Wyoming, you need not be listed as a manager or member of a Wyoming LLC within a public database. This state does not require it. As such, you can remain anonymous, which means you can avoid a lawsuit, potentially, if people cannot find what you own. This may provide you additional safety from creditors.

Reasons Why You Should Form a Wyoming LLC or Corporation: Freedom

Another benefit of Wyoming is that you can operate your corporation from anywhere in the world. The state law does not require that you be a citizen of the United States or live in Wyoming to incorporate there. But if you plan to control your business from a remote location, it is advisable to learn about the Office Service Contract as a cost-effective way to craft a kind of presence in Wyoming.

Reasons Why You Should Form a Wyoming LLC or Corporation: No State Taxes

Do you want to incorporate in the State of Wyoming? If so, your business may not have to pay any taxes to the State. As per 2017’s State Business Tax Climate Index from Tax Foundation, Wyoming has the most business-friendly tax system of any state. It is the seventh year that Wyoming has received this designation.

Reasons Why You Should Form a Wyoming LLC or Corporation: Easy to Move Your Company to Wyoming

The process of moving your existing corporation to Wyoming from another state is straightforward, regardless of which state you move from. So, if the state you are currently in raises its fees, you may decide to move the business to Wyoming. The move involves the continuation or redomiciling of your business, provided your organization is current with your state.

Special Easy-to-Use Wyoming Corporate Structures

In Wyoming, there are Close Corporations; these are special businesses that Wyoming Legislature authorizes for small-business owners. If your business is a closely held family venture, then it is likely a good fit for a Close LLC. Resident agent services are available full-time through Wyoming Corporate Services, Inc. This operation has been around since 2003.

Wyoming Corporate Services also provides help with the tax-free incorporation process and provides ways to assist you in reducing your tax liability within your home state, strengthening asset protection, and returning your privacy.

Form a Wyoming Corporation with Wyoming Registered Agent Services: $150 Total

A registered agent is a requirement for any Wyoming corporation. Using Wyoming Registered Agent Services LLC to erect a Wyoming Corporation costs $150. The economical registered agent services include Wyoming corporate bylaws, Articles, and your resolutions required to create a Wyoming corporation.

How to Form a Wyoming Corporation Yourself: $125 Total

The cheapest Wyoming registered agent that you can have is Wyoming Registered Agent Services LLC. They cost just $25. When you sign with them:

  • Pay the filing fee of $100 online to Wyoming’s Secretary of State, OR

  • Mail a check with the paper copy of the filing to the Secretary of State

Remember that while Wyoming Registered Agent Services keeps your officer and director names private for a year from when you sign to work together, these names become public eventually. Wyoming Corporations are public. If you want more privacy than this allows, Wyoming LLCs may be a better choice for you instead of corporations.

What’s Included in the Corp Package from Wyoming Registered Agent Services

With Wyoming Registered Agent Services LLC, the amount for the first year of $25 resident agent and registered office services is $25. On the corporation Articles, Wyoming Registered Agent Services will list their address as the primary one to provide privacy for your business. This same address will also be the mailing address. They provide a mail forwarding service for no extra charge.

Wyoming Registered Agent Services will send you a copy of the filed Articles as soon as they receive them and mail you the original. A copy will also be in the online account. The registered agent services always act in line with Wyoming state laws for corporations, and they will create a secure account online to manage the corporation.

Benefits of a Wyoming Corporation

  • Wyoming State never receives a shareholder ledger from a corporation in its state

  • The first year does not require a director or officer

  • State need not hold any shareholder details

  • Nominee officers and directors are unnecessary; you can pick an LLC

  • Just $52 annually to maintain with Wyoming State

  • No franchise tax fees

  • No fee to pay on shares

  • If owners pass away, corporation still exists

  • Extra benefits in Wyoming

    • Possible tax deductions

    • Can transfer shares from one shareholder to another

    • These benefits can entice new investors

Wyoming Processing Times and Fees

Wyoming has standard processing times for the corporation filing process, as well as expedited options, just as most states do. For business entity filings, the average time is 7-10 days, and expedited service is 3-5 days. A corporation filing fee must be paid in Wyoming.

Deciding Between a Wyoming C-Corp or S-Corp Tax Designation

While a C-corp and an S-corp tax designation in Wyoming State have many similarities, including their structure and compliance papers, there are differences too that you need to know:

  • Limits on Them

    • C-Corp has unlimited shareholders or stock classes

    • S-Corp has up to 100 shareholders and one stock class

  • Shareholder Qualities

    • S-Corp shareholders must be US citizens or American legal residents

  • Tax Amounts

    • C-Corps file and pay corporate taxes, aside from shareholders; the shareholders must also pay taxes on any earnings they receive from shares

    • S-Corps use “pass through” method, so shareholders only pay once on the dividends they receive; they pay on their individual tax returns

If your business chooses to file as a corporation, the default designation is a C-Corporation. To become an S-Corp, you have to file IRS Form 2553, Election by a Small Business Corporation

Specifying Directors

Directors in a corporation look after the “overall picture,” including policies, strategies, and ensuring the officers who run the business daily are on track. There are no age specifications for directors. In Wyoming, there must be at least one corporate director. There is no maximum number, but you do have to state how many you have in the bylaws or Articles.

These Articles and bylaws can specify eligibility requirements for directors. For instance, they may state that directors must be shareholders or residents of Wyoming. If not, then they are free of these guidelines.

Preparing Your Articles of Incorporation

Filing Articles of Incorporation is a necessary step for forming a Wyoming corporation. It requires a registered agent. The filing is with Secretary of State. The registered agent or company accepts documents for your business during regular operating hours; these documents can be of the tax, government, or legal variety.

In Wyoming, you must list your registered agent’s name and address in the Articles. The registered agent must also sign a written consent form for their designation, and you file this document with your Articles. A registered agent can be:

  • A resident of Wyoming 19 years of age or older OR

  • An authorized business entity in Wyoming OR

  • A registered commercial registered agent

    • The business address of the registered agent must be the same as the registered office

The Wyoming Articles of Incorporation must include:

  • Your corporation’s name

  • Number and classes or series of authorized shares

    • State number of shares in each class

    • Outline preferences, limits, and rights for each class

    • Par value of authorized shares

  • Incorporator’s name and physical address

Director names and addresses do not have to be included in the Articles of Incorporation. Other optional details are the corporation’s purpose, limits on directors’ personal liabilities, and voting guidelines regarding provision granting.

Guidelines for Your Name

The corporation name cannot be identical or similar to any other registered for-profit or nonprofit corporation (domestic or foreign), trade name, trademark or service mark in Wyoming. A corporate name can be put on reservation for up to 120 days via an application you file with the Secretary of State. No corporate end names are necessary for Wyoming, such as Inc. or Incorporated. Also, the name need not be English, but it must be written in English letters or with Arabic or Roman letters.

A Wyoming corporation name shall not be deceptive, such as suggesting a different purpose than states in the Articles or permissible by law. There are specific limitations to using the word “Trust” in the corporation name. Same with the words “Education,” “Academy,” “School,” and “University”; for the inclusion of any of them, you must get the Department of Education’s approval.

Wyoming Corporate Taxes & Reports

Taxes are part of business ownership so, while few people look forward to them, you have to prepare to pay them. Begin by sending an Employer Identification Number (EIN) application to the IRS. An EIN is a federal tax ID number that is a requirement for every business.

For taxes and reports, your Wyoming corporation must:

  • File a yearly report as a Wyoming corporation

    • Include info up to the end of your company’s last fiscal year

    • All other info is up to the day of report preparation

    • If you don’t file within 60 days of the due date, your corporation dissolves; you can file for reinstatement within two years of dissolution date, although Secretary of State does not have to approve request

  • Must pay a yearly report license tax by the first of the month on the incorporation anniversary

  • License tax varies by value of your corporation’s assets based in Wyoming

    • Is $50 at minimum

  • Provide a yearly financial statement to any shareholders wanting it

    • Must include income statement, balance sheet, any modifications in shareholder equity, or similar details

    • Must mail this report to anyone who requests it within 120 days of company’s fiscal year-end

Keeping Corporate Records and Ongoing Filing Requirements

Wyoming corporations must create and maintain records for bylaws, which dictate how your organization operates and meeting minutes. Bylaws can provide details of structure, management, and other vital topics, provided they follow the law and are stated in the Articles of Incorporation.

For the meeting minutes, you must write down all activities and what is decided during meetings for directors and meetings of shareholders. Keep copies of the minutes in the main office for at least three years to protect your corporation’s status. While the meeting minutes do not have to be filed with the Articles, keep them with your other documents concerning your corporation, so they’re easy to find when needed.

Specifying Incorporators

The incorporator exists primarily to file Articles of Incorporation with the Secretary of State. The incorporators’ names and physical addresses must be on the Articles. There must be at least one incorporator per corporation in Wyoming State; it can be an individual or a business entity.

If the Articles of Incorporation cite initial directors, then an incorporator’s responsibilities end when the Articles are filed. If no directors are named, however, then the incorporator(s) must choose directors and also assume bylaws.

Professional Services Businesses

In Wyoming, you may form a professional corporation, also known as a PC, if you are a:

  • Professional

  • Attorney

  • Physician, or

  • Accountant

Usually, these are professions whose work requires a license. These corporations are often started specifically to provide their services.

If you are considering starting a Wyoming corporation, get the legal guidance to steer you through the process or answer your questions when you post your legal need in our UpCounsel Marketplace. This quick and painless process will provide you with access to specialized lawyers from some of the top law schools, who work for leading firms, such as Stripe and Google. These attorneys, on average, have 14 years of legal experience that they can utilize to help you with your Wyoming corporation.