How to Start Your LLC in Wyoming

It is a step-by-step guide to starting a Wyoming LLC, how to name your business, and file your Articles of Organization, how to form an operating agreement, and how to stay within the requirements of the state and federal governments.

1. Name Your Wyoming LLC

One of the most important steps in the launch of your LLC is to choose a business name. Your name is your business, this is what speaks about your brand, your services, and how professional your company is. In order to choose the appropriate name, you should begin by explaining your business idea and seek advice of your close associates or the mentors.

Search the Internet to find out, whether your desired names have already some presence, and whether the domain name is free. Name generators online can provide ideas, but they will never be able to substitute strategic thinking and imagination.

Once you have reduced the list, search the US Patent and Trademark Office (USPTO) database, to make sure that your name is not already a trademark, which prevents possible lawsuits even on a national level.

Doing Business As (DBA) / Trade Names

DBA or trade name will enable you to run your LLC with another name. To take an example, in case you have an LLC named JJ waffles but you wish to venture into muffins as JJ muffins, you can use DBA so that you can have several brands of the LLC. Wyoming Registering a trade name in Wyoming requires filing a Application of Registration of Trade Name to the Secretary of state at a fee of $100. This will enable you to open individual business bank accounts under DBA name and transact business under the new brand.

2. Select a Registered Agent

According to the Wyoming law, all LLCs must appoint a registered agent. An agent registered deals with official communications such as legal announcements, tax, and government communications. You are allowed to be your own registered agent provided you fulfill the following requirements: you have to be at least 18 years of age with permanent physical street address in Wyoming (no P.O.Boxes), and be available during regular business hours.

A large number of LLC owners tend to pay the services of a professional registered agent. This gives privacy, makes sure that you do not miss any important notices and gives you the capability to run your business anywhere without worrying of being available during the office hours.

3. Identify Your Management Structure

The Wyoming LLCs may be manager-managed or member-managed. All the owners (members) are involved in the day to day operations in a member-managed LLC. Manager-managed LLCs enable the members to select managers who may or may not be members to manage the company.

Member-managed structures are simpler and less expensive that is why most small businesses prefer to organize themselves in this manner. A structure run by a manager may be advantageous in bigger companies or those that have passive investors and do not wish to have any active participation. In case the Articles of Organization of your LLC do not state how the LLC is being managed, it will default to the state of a member-managed LLC.

4. Make Wyoming Secretary of State Articles of Organization

Your LLC is incorporated as a legal entity by the Articles of Organization. Application may be made online at the Wyoming Secretary of State or use a paper form and mail it. The Articles require:

• LLC name including "LLC" or "L.L.C."
• Registered agent details
• Head office and postal addresses
• Contact information and signature of organizer

Contact Information of Secretary of State

Business Division
Herschler Building East
122 West 25th Street, Suite 101
Cheyenne, WY 82002-0020
Phone: (307) 777-7311

5. Write up an Operating Agreement

Even though there is no legal requirement of an operating agreement in Wyoming, it is highly advised. This document defines the way your LLC works, defines the duties of the members, and assists to avoid the internal conflicts. Key elements include:

• Name of LCC, main address and life expectancy
• Member rights and percentages of ownership
• Voting procedures and management
• Profits and losses allocation
• Member adding/removal procedures
• Settle dispute and amendments
• Policies of record keeping and communication

To make sure that your LLC is legally compliant and your interests are safeguarded, an attorney can be used to draw up a tailored operating agreement.

6. Get an Employer Identification Number (EIN)

Multi-member LLCs or LLCs that have employees are required to have an EIN, which is issued by the IRS. EIN can also be advantageous to single-member LLCs because the business and personal finances can be separated.

Its application is simple and it can be done online or by fax, or mail. The IRS assigns the accountable individual, the person in charge of the money of the entity, which is an individual that has to be mentioned in the application.

7. Acquire Business Permits and Licenses

Although Wyoming does not demand that you have a general business license, your business might demand federal, state, or local permits. As an illustration, companies that deal with taxable goods are expected to obtain a sales tax license under the Wyoming Internet Filing System of Business. The other industry such as construction, food service, childcare or healthcare may demand specialized permits.

Local zoning, building, fire, and sign permits could also be required. Lack of obtaining the appropriate licenses may lead to fines, penalties or closure. All the licensing requirements can be achieved by consulting a business attorney or engaging a business compliance service.

8. Determine Your Tax Status

Default Tax LLCs are taxed as pass-through entities. This is an indication that profit and losses pass down to personal tax returns of members.

Single-Member LLCs

They default as sole proprietorships and declare income under Schedule C. Members are subject to self-employment tax.

Multi-Member LLCs

Partnerships are subject to taxation, and they file an informational form 1065 with share being reported by the members in their personal returns and the self-employment taxes paid.

LLCs are Electable to Corporate Taxation

• C-Corporation: LLC tax provides corporate tax on profits and the dividends paid to members are taxed once more at the individual level (taxation twice). This can work out well in case profits are kept in business.
• S-Corporation: The same holds true except that the members are also required to pay a reasonable salary that is subject to payroll taxes and any extra profit can still be avoided by the self-employment tax. This has the potential of lowering the total tax liability of profitable companies.

Other Important Steps

Open a Business Bank Account

Separation of personal and business finances: Separating personal and business finances is vital in terms of protecting against liabilities and proper accounting.

Apply to a Business Credit Card

Brings credit to business, assists in cash flow management, as well as decreasing out-of-pocket expenses.

Obtain Business Insurance

Consider:

• General liability
• Professional liability
• Property insurance
• Workers' compensation
• Equipment breakdown
• Commercial auto
• Business owner's policy (BOP)

Maintain LLC Records

Store, safely, Articles of Organization, operating agreements, contracts and other legal or financial documents.

Annual Reporting

The Wyoming LLCs are required to submit an annual report by the first day of their anniversary month. The charges begin at 60 or 0.0002 on every dollar of assets situated in Wyoming, whichever is more.

Wyoming LLC FAQs