Register a Wyoming Foreign LLC
A Wyoming foreign LLC is a business formed in another state or jurisdiction that does business in Wyoming. To register, you must file an Application for Certificate of Authority with the Wyoming Secretary of State and pay a $150 filing fee. Northwest can handle your Wyoming foreign LLC registration for $225 plus state fees.
We'll handle the paperwork, provide a full year of registered agent service, a custom domain, local phone number, email, web hosting, and a local Wyoming business address. Everything your business needs to get going in Wyoming.
You’ll also have lifetime access to our attorney-drafted legal document templates, direct help from our Corporate Guides®, and our Privacy by Default® guarantee.
$225 Foreign Registration
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How to Register a Foreign LLC in Wyoming
Registering your foreign LLC in Wyoming requires many of the same steps you took to form your LLC in its home state, give or take. You’ll need to start off by checking to see if your LLC’s name is in available. From there, you’ll appoint a registered agent, obtain a certificate of good standing, and file the Application for Certificate of Authority. The whole process is called foreign qualification. Once you’re done with that, your LLC is ready for business in Wyoming.
Your first course of action is to check name availability for your LLC. If your LLC’s legal name in your home state is already taken, you’ll need to choose a new name and file a Use of Fictitious Name form with your qualification paperwork. It costs $60 to file and can take up to 15 days to be approved.
By law, all LLCs doing business within Wyoming are required to have a Wyoming registered agent. You already have a registered agent in your home state, but now you’ll need one with a Wyoming address. This means that unless you know and trust someone in Wyoming who is willing to be responsible for your legal mail, you’ll probably need to hire a professional registered agent service.
Appointing a registered agent is an important step. Your registered agent will need to sign a form called Consent to Appointment by Registered Agent. The form basically states that your registered agent has agreed to be your point person for receiving service of process. It will need to be filed at the same time as the rest of your foreign qualification paperwork.
A certificate of good standing, also called a certificate of existence, is simply a document that says your LLC is authorized to do business in its original state of registration. The certificate communicates to Wyoming that your LLC has met all state and legal requirements to operate as an LLC in your home state. This means Wyoming can generally trust that your LLC isn’t out to hoodwink the state or its residents. Your certificate of good standing cannot be older than 60 days, which means you’ll need to have all your ducks in a row prior to filing for foreign LLC registration.
The process for requesting a certificate of good standing varies by state, but most states allow you to request one online through your state’s Secretary of State website.
Learn more about how to get a certificate of good standing from your state.
Before your LLC can legally do business in Wyoming, you’ll need to fill out and file a Certificate of Authority. You can only file the application in person or by mail—no online filings allowed.
Your application for Certificate of Authority requires the following:
- LLC’s name as originally registered in its domestic state
- Home jurisdiction, state, or country
- Date of original LLC formation
- Length of time the LLC intends to exist (if you don’t have a set end date, you can just write perpetual.)
- Mailing and principal addresses of the LLC
- Name and address of Wyoming registered agent
- Date when LLC began or will begin doing business in Wyoming (back taxes may apply if you’ve been doing business in the state without registration)
- Signature from an LLC member, manager or someone else you approve to sign on behalf of your LLC
- Email address (this will be used to send you confirmation of approval)
- Registered agent consent form
- Attached copy of certificate of existence/good standing
Mail or hand deliver all three documents (Certificate of Good Standing, Certificate of Authority, and Consent to Appointment by Registered Agent), to the Wyoming Secretary of State and pay the $150 filing fee. Don’t forget—if your LLC’s name was already taken, you’ll also need to include your Use of Fictitious Name form along with its $60 filing fee.
Processing time can take up to 15 business days from the time the state receives your application. Once your application has been accepted, you will receive a copy of your LLC’s Certificate of Authority by email. From there, your LLC is certified to do business in Wyoming.
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Wyoming Foreign LLC Registration FAQ
To amend your LLC’s registration, you’ll need to complete an Amendment to Certificate of Authority. Submit the form in duplicate to the Secretary of State by mail or in person, along with the $60 filing fee. It may take up to 15 days for the amendment to be accepted. The Secretary of State’s office will notify you of the amendment by email.
Learn more about how to File a Wyoming LLC Amendment.
Wyoming law doesn’t define business activity too strictly because of the ever-changing business landscape, leaving laws around doing business open to interpretation by judges. But broadly speaking, any business maintaining an office, paying employees, or making taxable sales to state residents should consider itself as transacting business.
Activities that do NOT constitute transacting business in Wyoming include, but are not limited to:
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Legal processes, such as defending or settling lawsuits
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Holding board meetings
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Maintaining bank accounts
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Maintaining offices for the transfer of securities
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Selling goods or services through an independent contractor
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Soliciting orders (before they become contracts)
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Isolated, non-repeating transactions completed within 30 days
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Transacting business in interstate commerce
Read up on What Exactly Does Doing Business in Another State Mean?
Yes. Wyoming Annual Reports are due on the first day of the anniversary month of when the LLC originally registered to do business in Wyoming. For example, if your foreign LLC registers to do business on February 19, the LLC’s annual report will be due on February 1 of the following year. If not paid within 60 days of the due date, your LLC may be administratively dissolved.
Wyoming’s annual report has a minimum fee of $60 for an LLC with total assets of $300,000 or less—more than that, and the total value is taxed at a multiple of 0.002. When filing online, there’s an additional $2 processing fee.
LLCs have options when it comes to tax classifications. A foreign LLC in Wyoming is taxed as a pass-through entity by default. This means that the LLC itself doesn’t pay taxes. Instead, its profits (or losses) pass through the LLC and onto the tax returns of the members of the LLC. The members are then responsible for paying taxes to the IRS. LLCs can also elect to be taxed as an S-Corp or C-Corp.
Wyoming has no state income tax, which means that once you’ve filed your federal taxes, you are essentially done. However, you must pay any applicable Wyoming sales taxes, just like a domestic Wyoming LLC.
For more information on taxes in the Cowboy State, check out our Wyoming tax guide.
To withdraw a foreign LLC in Wyoming, you need to submit two copies of a completed Certificate of Withdrawal (along with a $60 filing fee) to Wyoming’s Secretary of State.
Most states allow you to request a certificate of good standing online for a small fee from the same government agency which originally formed your LLC.
You can serve as your company’s registered agent if you have a physical address in Wyoming. However, doing so restricts you to your registered office during normal business hours, which may interfere with your ability to run the company.
Accordingly, when out-of-state companies move to Wyoming, many choose to hire a registered agent service to handle this important side of the business.
In addition to freeing you from the hassle of staying on-site as your own registered agent, a professional agency also offer the benefit of privacy.
By default, when a company registers in Wyoming, the company’s contact information becomes public record. When you use a registered agent service, you can use their address on your registration documents instead and minimize the amount of exposure your personal information receives.
At Northwest, we’ll give you free, limited digital mail forwarding with our Wyoming Registered Agent Service. By limited, we mean we’ll scan and upload a maximum of five pieces of regular business mail a year that we receive on your behalf. But you can also get unlimited mail forwarding in Wyoming, or a virtual office in Wyoming.
The processing fee for filing a Certificate of Authority in Wyoming is $150. Checks or money orders must be made payable to the Wyoming Secretary of State.
Wyoming only allows foreign LLCs to register by mail or in person at the Secretary of State’s office. Deliver the Certificate of Authority application, certificate of good standing, and Registered Agent Consent Form (plus the $150 fee) to:
Wyoming Secretary of State
Herschler Building East, Suite 101
122 W 25th Street
Cheyenne, WY 82002-0020
No. You’ll only need to file a Certificate of Organization (also known as LLC Articles of Organization) if you’re forming a new LLC. Foreign LLCs in Wyoming just need a Certificate of Authority.
It can take Wyoming up to 15 business days (plus time for mailing) to process your Certificate of Authority. All filings are processed in the order they are received. You can informally check the application’s status by visiting the Secretary of State’s Business Center, where the date the most recently processed filings were received is listed.
