Limited Liability Companies – Wyoming

By | February 11, 2008

Address of state office for filing:
Wyoming Secretary of State
The Capitol Building, Room 110
200 W. 24th Street
Cheyenne WY 82002-0020

Telephone: 307-777-7311
State web address: http://legisweb.state.wy.us/
State law reference: Wyoming Statutes, Title 17, Chapter 15.
Title of filing: Articles of Organization.
Filing Fee: $100
Name requirements: The official name must contain the words “Limited Liability Company,” “Limited Company,” or the abbreviations “LLC,” “L.L.C.,” “LC,” or “L.C.” The words “Limited” and “Company” may be abbreviated as “Ltd.” and “Co.” (Section 17-15-105(a)). A company name may be reserved for a fee of $30. (Section 17-15-105(d)).
Organizer requirements: A limited liability company may be organized by one person. The organizer need not be a natural
person, nor a member. (Section 17-15-106).
Articles of Organization requirements: Articles of Organization must contain the following: (1) name of company, (2) duration of company, which shall be thirty years from the date of filing if no period of duration is specifically set forth, (3) company purpose, (4) registered agent name and office address, (5) total amount of cash and a description and agreed value of property other than cash contributed, (6) total additional contributions, if any, agreed to be made by all members, and when they will be made, (7) reservation of right to admit new members, (8) reservation of right of the remaining members to continue the company in the event of the termination of a member’s membership, (9) if company will be managed by managers, a statement to that effect, and the names and addresses of the initial managers, (10) if company will be managed by members, the names and addresses of the members, (11) if company will elect status as a flexible limited liability company, a statement to that effect, citing Section 17-16-107, and (12) any additional matters. (Section 17-15-107(a)). A written consent to act as a registered agent must accompany the Articles of Organization. (Section 17-15-107(c)).
Annual report requirement: Yes, to Secretary of State. (Section 17-15-132). Filing fee of $25, plus annual license tax, variable based on value of company assets located in Wyoming, minimum $50. (Section 17-15-132, citing Section 17-16-1630).
Publication requirement: No.
Effective date of limited liability company organization: On the date of official approval of Articles of Organization, the company becomes a legal entity and the members are shielded from personal liability. In addition, the effective date may be delayed to a date stated in the Articles of Organization. (Section 1715109).
Membership requirements: Minimum number required is two. The members may be natural persons or business entities.
(Section 17-15-106). But notwithstanding this provision, a flexible limited liability company may have one member. (Section
17-15-144(d)).
Other: License tax, variable based on value of corporate assets located in Wyoming, minimum $50.