Several states in the USA offer excellent conditions for company registration similar to the best offshore jurisdictions, and Wyoming is one of them. Tax incentives, straightforward registration, access to the world’s payment and banking systems – you will have it all. What is more, LLC registration in Wyoming provides the highest level of privacy as compared to other states, which may be a top priority for you. The only information disclosed to the public is the fact of the company’s existence. What is more, the US does not participate in OECD’s automatic exchange of information initiative! The cost of company maintenance in Wyoming is lower than in Nevada and Delaware, which is one more reason to opt for this state.
LLC Registration in Wyoming: Main Benefits
LLC is the most common legal form in the USA as it combines the best features of partnership and corporation: it has the tax structure of a partnership, but the liability of members is limited.
Here are the main benefits of a Wyoming LLC:
- Confidentiality. A Wyoming LLC is under no obligation to provide the personal data on its beneficial owners, ensuring the confidentiality of the business and those who own it.
- A favorable tax system. A Wyoming LLC has the same tax structure as any partnership – that is, all profits are distributed between company members and considered private income. If you are not a US resident and you don’t generate any profits in the USA, you will not have to pay any taxes in the country as you are taxed at the place of your tax residence.
- Limited liability and asset protection. Wyoming LLCs are reliably protected by the law: they have limited liability even if there is just one member in the company.
- Special ownership structure. A Wyoming LLC is divided into percentages (not shares). The ownership percentage may be set out in the Operating Agreement (this document remains completely private and is not submitted to any institution). LLC members can get a membership certificate as proof of their contribution.
Wyoming LLC: Features
- It is mandatory for a Wyoming LLC to have a name that ends with a suffix pointing to its legal form (LLC, Limited, Ltd., etc.)
- You are not required to pre-reserve a name for your future company – simply go to the website of the Wyoming Secretary of State and check whether the name you have selected is available.
- A Wyoming LLC is obliged to keep a resident agent (official address for legal service) in the state at all times. You can appoint an individual or a legal entity to be your resident agent.
Reporting and Taxation
Wyoming is one of the few US states that has no individual/corporate state income tax.
Let’s look at other details:
- If you employ workers locally, you will need to receive an Employer Identification Number (EIN) and pay employer taxes.
- If you intend to sell goods locally, you will need to register with the Department of Revenue and obtain a special license.
- You will need to submit an annual report (your registered agent will do that online for you) which will confirm that the information about the company (name, address, registered agent) is still relevant or specify changes.
- The annual report is filed on/before the first day of the company’s registration anniversary (for instance, if your company was established on February 25, the report has to be submitted before February 1 of each year).
- The Wyoming LLC has to pay an annual fee whose amount depends on the assets possessed in Wyoming. The minimum amount comes to USD 52. If you own more than USD 250,000 in assets you will pay USD 0.0002 per dollar.
- Make sure to submit the annual report or pay the annual fee on time! Failure to do so may result in company dissolution within 60 days, and you will have to pay a lot to restore it.
- The report must be signed by a special authorized person – a limited liability company member or a registered agent.
- If you intend to conduct business activities in other states, you may need a separate LLC registration (for instance, if you want to sell products on a marketplace like Amazon).
Registered Agent
A registered agent is mandatory if you are a non-resident and you want to set up a Wyoming LLC. This is the company’s main point of contact, and all information from the local authorities will be sent to the registered agent’s office. If someone files a claim against your company, the notice will also be sent to this individual or company.
If you want to change your registered agent, this can be done easily: all you need to do is fill out a special application form and submit it to the Wyoming Secretary of State.
Operating Agreement
This is an important part of your Wyoming LLC as it lists the LLC’s owners and members and the extent of their participation, as well as the principles of conducting activities by the LLC.
Here are the main characteristics of the Operating Agreement:
- It is not disclosed to the public
- It is only executed to meet the needs of the Wyoming LLC
- This document is purely internal as it is not filed to any government authorities
- The Operating Agreement is not required to comply with any legal requirements
The Operating Agreement describes the LLC’s management structure and the Managers’ rights and obligations and the procedure of its amendment (you usually need unanimous agreement of the Members to adopt the changes).
Bank Account for Non-Resident Wyoming LLC
You are generally required to set up a bank account in the USA to do business inside the country and abroad on behalf of an American company. Here are the existing banking options:
- You can choose a US online bank, such as Mercury or Revolut USA.
- The second option is to choose a major US bank, such as Chase or Bank of America (you will need a US-based co-signer in this case).
- If you can make a larger deposit (more than USD 50,000), you can open an account remotely in different mid-size US banks.
Interested in establishing a Wyoming LLC? Click on the above link to get more details!