Register company in Wyoming: Introduction
To register company in Wyoming is hassle-free if you are familiar with the entire incorporation process. With Tetra Consultants at the wheel, you will be able to dedicate your time and resources to other more important channels.
With our lean-and-mean mentality, you can rely on our team of experts to provide you a seamless experience throughout the whole process to register company in Wyoming. Our ultimate goal is for your Wyoming business to be operationally ready within the stipulated time frame.
Our service package includes everything you will require to set up business in Wyoming:
- Company registration with Wyoming Secretary of State
- Local company secretary, registered agents and address
- Corporate bank account opening
- Accounting and tax services
How long to register company in Wyoming and open a corporate bank account?
- Tetra Consultants will complete your Wyoming company formation through a seamless and fuss-free procedure.
- Upon receiving the due diligence documents of the directors and shareholders, Tetra Consultants will conduct Wyoming company registration search online to check the availability of your preferred business name.
- The process to incorporate in Wyoming with the Wyoming Secretary of State can be carried out remotely and you will not need to travel to Wyoming during the registration process.
- Within 2 weeks, you can expect to receive the documents of your new business including Certificate of Incorporation, Memorandum of Association (MoA) and Articles of Association (AoA).
- After successful incorporation, Tetra Consultants will assist to open a corporate bank account with a local Wyoming bank or an overseas global bank depending on your long-term goals and objectives. Opening a bank account in Wyoming for foreigners will usually take around 4 weeks to be completed.
- Consequently, you can expect to start operations and issue invoices with your Wyoming business within 6 weeks upon engaging Tetra Consultants.
- Tetra Consultants’ team of Chartered Accountants will ensure that your newly established business will continue to meet regulatory laws set by the Wyoming Department of Revenue. This includes providing you with monthly bookkeeping, preparation of financial statements and annual return filings.
Can a foreigner register company in Wyoming?
- Wyoming’s government offers foreign investors several entity options to choose from when setting up in Wyoming.
- Generally, for most companies in Wyoming, you will only require a director and shareholder of any nationality, a registered address and a registered agent who must reside in Wyoming and have a physical address.
- No minimum paid up capital is necessary for incorporation.
- While there is no tax on corporate income in Wyoming, all companies in Wyoming need to pay a yearly filing fee that starts from $50.
- All companies must submit an annual report to the Wyoming Secretary of State. However, it is not necessary for corporations and limited liability companies to appoint an auditor unless they are listed in the stock exchange.
- There are many types of business structures in Wyoming. When deciding the most suitable entity type, it is important to consider various factors, including availability of personal liability protection, tax ramifications, ownership and management flexibility as well as compliance requirements.
- Before the start of the engagement, Tetra Consultants will fully understand your business before recommending the most optimum business entity in Wyoming.
Types of companies in Wyoming
Tetra Consultants will assist in registering your business in Wyoming. There are 4 main types of business entities available for setting up in Wyoming, including: Limited Liability Company, Corporations, General Partnership and Limited Partnership.
Limited Liability Company (LLC)
- Under the law, a LLC is seen as a separate entity from its members. The business in itself owns a separate legal personality. As such, directors will not be personally liable for any debts or obligations incurred by the business. They will only be liable up to a specified amount of liability insurance declared. These companies provide different classes of members that come with specific rights, powers and duties.
- To maintain a good standing, limited liability companies in Wyoming must file reports each year and pay a fee based on its assets.
- Specific to Wyoming, one can also set up a Series limited liability company (LLC). A Series LLC allows each series to own unique membership interests, assets, and operations. Each Series has its own name and will operate independently from one another.
- This inexpensive option may be the best way to structure your small business. By opting for a LLC structure, you can protect your personal assets while escaping the cost and complexity that corporations may bring.
- While the structural differences between a LLC and a corporation may be minimal, you should still look out for several factors. Profits and losses of a LLC are passed through to individual owners, and are taxed independently of the corporation. This scheme is distinctive from the way a corporation is taxed. Ownership is another important aspect to consider. Unlike a LLC, a corporation is allowed to issue or transfer shares of stocks.
- A commonly adopted form of business entity, corporations are entities formed under state or federal law. As a separate legal entity, owners will not be personally liable for any debts and obligations incurred by the business, a Wyoming corporation can also sue or be sued in its own name.
- Managed by its board of directors, these directors hold various fiduciary duties to the corporation. Commonly, there are two specific corporate structures – C Corporation and S Corporation.
- Otherwise known as a Profit Corporation, a C Corporation also offers its owners the highest degree of personal liability protection. As a separate entity in the eyes of the law, the C Corporation reports and pays taxes based on its profits. They must appoint a board of directors that has a duty to manage the business’ affairs while ensuring that its interests are always placed at the top of the priority. With more financing options, a C Corporation can either sell stocks or gain the confidence of the investors to raise capital. It is also noteworthy to recognize that a C Corporation is taxed separately from its owners.
- Meanwhile, S corporations are taxed specially and may benefit from certain advantages. As pass-through taxation entities, no tax needs to be paid at the corporate level. Instead, profit or losses are reported as part of the owners’ personal returns. Any tax is thus paid at the individual level by the owners. This way, S corporation owners are not doubly taxed.
- There are a multitude of requirements when setting up a C corporation vis-à-vis a S corporation. To qualify as a S corporation, there is a restriction on the number of shareholders. S corporations can have no more than a hundred shareholders. Shareholders also have to be citizens or residents of the United States. However, such restrictions do not apply to C corporations. S corporations are also not allowed to be owned by other C corporations or S corporations. Unlike C corporations, S corporations cannot benefit from creating multiple classes and are limited to only one class of stock.
- Tetra Consultants will recommend you to set up a S-corp if you are a USA citizen or resident looking to start your own private business. With a S-corp, you will be able to benefit from the single layer of taxation scheme. On the other hand, Tetra Consultants will recommend you to set up a C-corp if you are a foreigner looking to do business within Wyoming. In addition, a C-corp will allow your business to go public in the future.
- Setting up a General Partnership business will not require any registration.
- Jointly shared between two or more partners, General Partners and the business are seen as one and the same by the law.
- In the case of a winding up, the General Partners can be personally liable for all debts and obligations incurred by the business.
- As there are no state requirements for annual filings, partners can make and manage decisions with ease without having to meet any formalities as required of other companies.
- Uniting the characteristics of a LLC and a General Partnership, a Limited Partnership has both general and limited partners.
- General Partners are owners that will manage the business primarily and will bear more significant personal liability risks in the event of a winding up. Meanwhile, Limited Partners are not permitted to manage the business. They are liable as much as to their investment.
- Limited Partnership is a great option to consider if you would like to maintain complete control over the business while allowing investors to contribute in monetary forms.
How to register company in Wyoming?
Step 1: Choosing an optimum business structure to register company in Wyoming
- Prior to company formation, it is essential to choose the correct type of entity.
- Based on your business structure and long-term goals, Tetra Consultants will advise you on the most optimum business entity, paid up share capital and corporate structure.
Step 2: Appointing a Wyoming registered agent
- While there are no residence or nationality requirements for officeholders in a Wyoming business, all companies have to appoint a registered agent. The agent must reside in Wyoming.
- Tetra Consultants will appoint a Wyoming registered agent on your behalf.
Step 3: Reservation of business name
- Tetra Consultants will search and reserve your business name through Wyoming’s Secretary of State Business Division. The name will be reserved for up to 120 days.
- For companies who are looking to expand into the other states, Tetra Consultants will also advise you to apply for a trademark on the business name. If granted, this will provide you with the authority to use the name in all other states, while ensuring that the name is protected for your use only.
Step 4: Preparation and submission of relevant documents to register company in Wyoming
- Before Tetra Consultants can help you register company in Wyoming, you need to provide a list of necessary KYC documents. Some of these documents include the names of directors, business’ resolution and identification proof.
- Based on the documents provided, Tetra Consultants will draft and notarize the Articles of Organization/Incorporation, business plan and other incorporation documents.
- Upon successful registration of the business with the Commercial Registry Office, Tetra Consultants will courier the Certificate of Incorporation, Articles of Organization/Incorporation and other corporate documents to your preferred address.
Step 5: Tax Registration
- For businesses looking to hire employees, an Employer Identification Number (EIN) is also necessary. Otherwise, some banks may require an EIN before opening a corporate bank account for you. As such, we will seek to apply for one with the Internal Revenue Service on your behalf.
Step 6: Application of relevant license
- Depending on your targeted industry, you may need to obtain a license or permit. In general, this typically applies to agriculture or consumer credit businesses. If necessary, we will apply for the relevant license for you so that you can carry on your business operations with no worries.
- A state business license is not mandated in Wyoming. However, you will have to apply for licenses for the specific city or country that you intend to do business in, as well as proper professional licenses.
Step 7: Corporate bank account opening
- Tetra Consultants will help in consolidating the necessary documents and opening a corporate account with a reputable bank of your choice.
- Typically, directors and shareholders will not need to travel to Wyoming to open the account. However, if travel is needed, we will have a representative attend the bank meeting with you. Alternatively, our team will negotiate with the banks to conduct a conference call instead or to request for a waiver.
- Once the bank account has been successfully opened, Tetra Consultants will courier the internet banking token and access codes to your preferred address.
Accounting and tax obligations after you register company in Wyoming
- Accounting and tax considerations are important factors when incorporating your business. By outsourcing your Wyoming accounting and tax obligations to Tetra Consultants, you can be confident that you will be in the best hands. Our team will ensure that your firm’s financial statements, corporate tax returns and audits are timely completed without the need for you to travel.
- Additionally, outsourcing your accounting and tax needs to Tetra Consultants will allow you to reduce overhead costs while being ensured of timely reporting and filings. Before the start of the engagement, our accounting team will also keep you updated of all the mandated deadlines and expectations. Thereafter, we will prepare all necessary filings in advance to ensure that the stipulated deadlines are met.
Annual reporting requirements
- All Wyoming-incorporated companies need to file a Wyoming Annual Report to the Wyoming Secretary of State, Business Division.
- Based on Wyoming’s laws, the due date is kept one year from the date your business was founded.
- All reports can either be submitted online or by mail.
- The report will require you to include or update your principal and mailing address, directors’ personal information as well as the assets you have located in the city state.
- There is no personal or corporate income tax in Wyoming. Inheritance or estate taxes are not applicable as well.
- For foreign investors, your Wyoming business will only be charged for income sourced from the United States.
- Instead, Wyoming-incorporated companies need to make a license levy payment. This is also otherwise known as a filing fee and will be determined by the amount of local assets you have in Wyoming. Minimally, the fee will be charged at $50.
- Intangible assets are not charged. As such, if you are looking to set up a business formed purely for the purpose of holding assets, the good news is that Wyoming does not levy a tax. Tetra Consultants can assist you to start a holding company in Wyoming.
- Typically, this is applicable if you are looking to sell products, tangible property or services.
- Businesses that are looking to transact goods or services within the State must file for a sales tax application, with the Department of Revenue, in which the duties will then be paid to the state.
Why register company in Wyoming?
- Before you form a company in Wyoming, it is important to understand the business landscape of the jurisdiction. This is to ensure your newly established entity will be able to safely and legally conduct business, while striving towards your long-term goals.
- Wyoming is known for its conduct of transparent state budgeting processes. The State continuously publishes reports on its revenues and spending.
- According to a report by Coalition for Integrity, Wyoming is ranked the 2nd lowest among the US states when it comes to issues such as government accountability and transparency.
- The State does not have a separate and independent ethics enforcement agency to review executive accountability or ethical issues.
- Issuing stocks is not an issue. Wyoming does not place any restrictions on the amount of stocks a Corporation can issue.
- According to a 2019 report released by the State’s Consensus Revenue Estimating Group, Wyoming’s future finances seem to be spiraling downhill. This may be a call for concern on Wyoming’s economy that is constantly running a budget deficit.
- Based on a survey conducted by the University of Wyoming’s School of Politics, Public Affairs and International Studies, and the UW Wyoming Survey and Analysis Center’s Survey Research Center, it was found that the economy, including the state’s lack of tax revenue, is a major concern among Wyomingites.
- It is a safe city state with low violent and property crime rates. This clinched Wyoming a ninth position among the safest states in the United States.
- Wyoming is among the cheapest states in America to live in, based on the 2019 Annual Average Cost of Living Index conducted by the Council for Community and Economic Research. Hence, its low cost of living makes it an ideal place if you are looking to relocate.
- In 2017, Wyoming had a literacy rate of 91.8% among high school graduates. This facilitates a talented environment for your business to thrive.
- In recent years, Wyoming has taken greater steps into building a tech industry such as by building upon a digital native student community. This includes the 2016 grand opening of The Array School of Design and Technology which will focus on inculcating coding skills and preparing students for future careers in the tech industry.
- Wyoming has a strong broadband infrastructure which is suitable for those looking to start up a digital business.
- The State has invested millions of dollars in Business Council incentives to attract tech giants to set up in their country.
- Legal protections are available to protect the privacy of the director and members. As such, your private and personal information will not be entered into a public database. Even better, Nominee Directors are not required to be listed. This ensues a greater level of privacy.
- Wyoming has a specialized court that offers speedy dispute resolutions to companies. If you do end up in a commercial dispute, being incorporated in the strong judicial system of Wyoming should ease off much of your worries.
- As introduced during the 2019 legislative session, an advanced commercial filing system reliant on distributed ledger technology and an application programming interface will be adopted for registering business entities, liens, property and secured transactions. This is designed to prevent disputes while facilitating an environment that eases corporate administration.
- The State has been actively passing out environmental laws to reduce pollution from oil and gas activities. This includes amending the Wyoming Environmental Quality Act which primarily targets the protection of the state’s Upper Green River Basin. Under the amended rule, oil and gas companies are mandated to check their facilities regularly to ensure that there are no leaks that may create waste or smog.
- Collecting data about rural land is a crime under Wyoming’s laws. By penalizing scientists and journalists specialized in the field of pollution, pollution issues are rarely researched in Wyoming.
- Wyoming’s economic survival is largely dependent on the energy industry. With a high concentration of energy giants on its shores, this negatively impacts the environment.
What is the difference between a corporation and a Limited Liability Company (LLC) in Wyoming?
- The main difference lies in tax treatment. A Wyoming LLC can choose to be taxed as a Partnership or Corporation, so business owners can choose to report business profits on their own individual returns, similar to an S Corporation. However, for a C corporation, the business owner will always be regarded as a separate entity from the business. In Wyoming, there is no tax levied on personal or corporate income, hence this difference does not matter much.
- Another important difference is the maintenance of the business. An LLC in Wyoming can be managed by members, and do not have to hold annual general meetings or periodic Board meetings, making it easy to set up and maintain while enabling enhanced asset protection. On the other hand, periodic Board meetings with minutes are necessary for a Corporation to maintain corporate status. Unlike an LLC, a corporation can sell shares to raise capital.
- The number of shareholders also differs. There is no upper limit to the number of shareholders in an LLC and C corporation. However, the maximum number of shareholders allowed in an S corporation is 100.
Looking to register company in Wyoming?
Contact us to find out more about how to complete Wyoming company registration. Our team of experts will revert within the next 24 hours.
What is the best business in Wyoming?
- Some of the biggest industries in Wyoming include the mineral extraction and tourism industry.
- Wyoming’s economy is largely driven by the extraction of minerals such as oil, coal and natural gas. The large amount of revenue derived from this industry has allowed Wyoming to implement zero taxes on income. Hence, it may be profitable to start a business that improves mining and drilling techniques to facilitate mineral extraction.
- Another important sector is tourism. Specifically, the travel and hospitality industry is the second largest in Wyoming. In 2018, tourism spending accounted for US$ 3.8 billion of in-state expenditure. Setting up a business in the tourism sector may hence be profitable.
How much does it cost to register company in Wyoming?
- While there are no paid-up capital requirements when forming a Wyoming company, Tetra Consultants will recommend setting aside at least US$5,000 as your paid-up capital to fund your overhead expenditures as well as initial deposit for corporate bank account opening.
- As for Tetra Consultants’ engagement fees, this will depend on the exact services needed from Tetra Consultants. Our fees are inclusive of government fees and all fees will be clearly stated in our engagement letter prior to the start of the engagement. Tetra Consultants believes in transparency with our valued clients and there are no hidden fees.
Do I need a company secretary to register company in Wyoming?
- No, it is not necessary. However, Tetra Consultants can provide you with a local secretary to assist in the annual filing and accounting requirements.
Do I need a resident director to register company in Wyoming?
- No, you do not need a resident director to form a company in Wyoming. However, you will need to appoint a registered agent who resides in Wyoming. Your company must also have a listed address in Wyoming.
Do companies in Wyoming need to file an annual report?
- Yes, all companies in Wyoming must file an annual report through the Secretary of State (SOS) by the stipulated deadline, or they may be dissolved by the SOS.
- Companies that have less than US$250,000 worth of assets located in Wyoming will only have to pay an annual filing fee of US$50. For companies that exceed this threshold, they will have to pay US$0.0002 for each dollar of asset in the company.
What are the rules and requirements to form an LLC in Wyoming?
- To begin Wyoming LLC formation, you must have at least one director and one shareholder. There is no age, nationality or residence requirement for the director and the director and shareholder can be the same person.
- Companies that form in Wyoming must have a physical address in Wyoming. A post office box is insufficient to meet this requirement.
- Additionally, all Wyoming companies must appoint a registered agent who resides in Wyoming. While there is no requirement for the director’s name to be listed in the Articles of Organization/Incorporation, the name and address of the agent must be listed.
What are the benefits of registering company in Wyoming?
- Companies that form in Wyoming enjoy high levels of confidentiality because there is no requirement for directors or managers to be listed. Additionally, there is no tax on corporate or personal income in Wyoming. Instead, businesses must pay a small yearly license charge.
- Wyoming also offers enhanced asset protection to businesses. Generally, shareholders and directors in a Limited Liability Company will not be held liable for the liabilities incurred by the business. However, there are certain instances where the court may choose to “pierce the corporate veil” (i.e. hold a company’s shareholders and directors liable for the company’s liabilities). As the requirement for “piercing the veil” in Wyoming is one of the strictest among all the U.S. states, a Wyoming business offers greater asset protection.
Is Wyoming a tax-free state?
- Yes, Wyoming is generally regarded as so, because there is no tax on personal or corporate income. The state’s sales tax is also one of the lowest, at 4%. However, it may be as high as 6% in some municipalities.
Who can be a registered agent?
- The registered agent can either be an individual who resides in Wyoming or a business entity that has been authorized to conduct business within Wyoming and has submitted written consent to be the agent.
- If a company wishes to appoint a Wyoming resident to be a registered agent, the individual must be at least 18 years and have a physical Wyoming address.
What is a foreign LLC?
- In Wyoming, a LLC formed within the state is considered a domestic LLC, whereas one formed in another US state or another country is considered foreign.
What is a Wyoming virtual office?
Is an operating agreement needed to set up an LLC in Wyoming?
- No, an operating agreement is not legally mandated for you to operate an LLC in Wyoming. However, having an LLC operating agreement is useful in helping to legally concretize the way you want your LLC to be run. Tetra Consultants can assist you in drafting an operating agreement should you desire to have one.