How Much Does It Cost to Form a Corporation in Wyoming?
Legal business registration — and keeping your business in compliance — involves necessary expenses and investment. Some of these costs are payable to the Secretary of State, while others are due to additional state entities or the federal government. Here are some common requirements and fees.
Please note that fees for a permit or business license in Wyoming may be due when you first form your business, on an ongoing schedule or on an ad hoc basis. Find more details below.
Initial Wyoming Corporation Filing Fee
When setting up a corporation in Wyoming, you’ll need to file a form and pay a filing fee. Here are the current Wyoming Corporation fees and filing times:
When you use Incfile to form a corporation in Wyoming, we charge you the state filing fee and forward it to the Secretary of State when we file your incorporation paperwork.
Employer Identification Number
Every corporation in the country should have a unique EIN (Employer Identification Number) from the Internal Revenue Service. You'll use it when you open a business bank account, file taxes and pay employees. You can get one directly from the IRS, or Incfile can get one for you.
If you want to do business in a state other than the one where your business is based, you must create a Foreign Corporation.
Wyoming Foreign Corporation Registration
Before you can bring an arm of your business from another state into Wyoming, you must request Foreign Qualification in Wyoming. This means the state gives you permission to conduct business there.
To request registration of a Wyoming Foreign Corporation, you must complete an Application for Certificate of Authority and pay a filing fee of $150. The state may have additional registration requirements, so contact the Secretary of State directly for more information and to ensure you're in compliance with the state statutes.
Foreign Qualification to Operate in Another State
If you plan to expand your Wyoming corporation into another state, you’ll first need Foreign Qualification or a Certificate of Authority from that state. This is necessary before you can create a physical presence, hire employees or bank in that state.
You'll likely have to complete at least one application and pay a filing fee, but each state has its own requirements. Before you start the process, compare state filing times and state filing fees so you can plan accordingly.
Above all, contact the state government entity that administers business (usually the Secretary of State) to confirm their requirements and for specific instructions.
If you need assistance, Incfile provides a complete Foreign Qualification service for all states.
Wyoming Annual Report Requirements
Most states require business entities to file an annual (or other periodic) report. Wyoming requires an annual report to be filed on or before the first day of the anniversary month of incorporation.
You can complete your annual report by filing it online. The Secretary of State has produced an online tutorial video to help walk you through the process.
The fee for filing your annual report (Annual Report License Tax) is $60 or two-tenths of one mill on the dollar ($.0002) whichever is greater based on the company’s assets located and employed in the state of Wyoming. This fee is due at the time of filing.
On or before 1st day of anniversary month of incorporation.
Wyoming Business Licenses and Permits
Before you start doing business, you must secure the necessary state, federal or local business licenses and permits to operate your Corporation. Some of the fees will only need to be paid once, while others may be ongoing charges.
Permits and licenses vary based on:
In the State of Wyoming, you are required to have Wyoming Corporation bylaws. However, you are not required to formally file them with the state.
Bylaws are documents that outline rules for carrying out tasks related to managing your corporation including, but not limited to:
- the number of directors the corporation has
- how they'll be elected, their qualifications, and the lengths of their terms
- when, where, and how your board of directors can call and conduct meetings
- voting requirements
The bylaws must then be adopted (and amended, if necessary) by the board of directors and shareholders.
Drafting a set of bylaws can be extremely helpful in making sure you’re organized and can help protect your business from any future changes and events that may affect your business.
Other Wyoming Corporation Filing Requirements and Fees
The State of Wyoming requires you to complete a few more tasks before you can begin conducting business.
Appoint a Director
Some states require corporations to appoint a full board of directors. Wyoming Corporation Law Title 17, Chapter 16, Article 8, § 17-16-803 requires all corporations to have at least one director. A single person can hold more than one position.
In Wyoming, the board of directors (or the single director) elects officers, such as the president, CEO, etc. Wyoming Corporation Law Title 17, Chapter 16, Article 8, § 17-16-840 requires corporations to have at least one officer who is in charge of preparing meeting minutes and maintaining corporation records.
Issue Stock to Shareholders
To raise business capital and keep it separate from company owners' money, every Wyoming corporation must sell stock to its shareholders. The Articles of Incorporation must authorize the sale of at least one share, and the corporation cannot sell more shares than are authorized.
Hold Annual General Meetings
This is one area where Wyoming differs from other states. You may hold annual meetings, and it's generally a good idea to do so. But if you decide not to, Wyoming Statutes Title 17, Chapter 16, Article 7, § 17-16-701 states, "The failure to hold an annual meeting at the time stated in or fixed in accordance with a corporation's bylaws does not affect the validity of any corporate action."
Get a Trade Name or DBA
Change the Registered Agent
If your Corporation is based in Wyoming, then you must have a Registered Agent in Wyoming. You'll need to appoint one when you file your Articles of Incorporation. You can also change to a new Registered Agent later by filing a form and paying a filing fee of $5.
Reserving a Name for Your Corporation
If you're not quite ready to start your business, you can reserve a name for 120 days with the Secretary of State by filing a form and paying a fee of $60. First, conduct a Wyoming Corporation search and learn the state's business naming rules to ensure you choose a name that meets legal requirements.
Amending Facts About Your Corporation
When you incorporate, the Wyoming Secretary of State forms you fill out will state certain facts about your business at that time. Through the years, some or all of this information may change. If it does, you'll need to file Articles of Amendment with the Secretary of State along with a filing fee of $60. You can do this yourself or Incfile can do it for you.
You'll need to file Articles of Amendment when you:
- Change the company's name
- Add, remove or change a director
- Change the Registered Agent
- Change the number of shares your corporation is authorized to issue
- Change any other facet of your business that was listed on the original Articles of Incorporation
Get a Certificate of Good Standing
Some organizations may request that you prove your Corporation's compliance with laws and tax requirements. In most states - including Wyoming - this proof is provided with a Certificate of Good Standing or Certificate of Existence.
If you need to prove you have met your commitments, you’ll need to request a Wyoming Certificate of Good Standing from the Secretary of State. You can do this online. The state provides this service at no cost.
The information listed above details many of the fees a standard Corporation will be required to pay in Wyoming. In some circumstances, there may be other one-off, periodic or ad hoc fees not listed above.
Of course, your Corporation will also probably need to pay federal, state, self-employment (if it's an S Corp) and other taxes. You'll find more information on the Wyoming taxes page.