What is a Foreign Wyoming LLC?
Foreign Wyoming LLCs are LLCs originally formed in other states that register to do business in Wyoming. A foreign LLC is not an out-of-country LLC.
To do business in Wyoming, a foreign LLC must register with the Wyoming Secretary of State by completing the Foreign Wyoming LLC Certificate of Authority.
How to File a WY LLC Certificate of Authority
To register to do business in Wyoming with an out-of-state LLC, you must complete a Foreign Wyoming LLC Certificate of Authority. The certificate of authority requirements are outlined below:
Obtain a Certificate of Existence/Good Standing
The Wyoming Secretary of State requires that you attach a Certificate of Existence/Good Standing from the state where you originally formed the LLC. Your home state may have a different name for the necessary document—often a Certificate of Existence, Certificate of Status or Certificate of Good Standing. No matter the name, this document will verify that your LLC was formed and remains active. In most states, you can get a Certificate of Good Standing online. They typically cost anywhere from $0 to $50. For purposes of registering to do business in Wyoming, your LLC’s certificate must be no less than 60 days old and your LLC’s name on the certifcate must match the name you put on the application.
Complete the Application for Certificate of Authority
To file the Certificate of Authority with the Wyoming Secretary of State, you’ll need to list the following information:
- LLC name
- Home jurisdiction state or country
- Date LLC was formed
- Duration of time the LLC intends to do business in Wyoming (likely “perpetual”)
- Mailing and principal addresses of the LLC
- Name and address of Wyoming registered agent
- Effective date of filing
- Date when LLC began doing business in Wyoming
- Registered Agent consent form
- Original certificate of existence/good standing
Obtain your registered agent’s consent and signature
Wyoming requires that your registered agent is aware of the appointment. This is confirmed by your LLC’s Wyoming registered agent completing the registered agent consent form. The form must be attached to the completed Certificate of Authority, as well as your Certificate of Good Standing.
File the application and wait for confirmation
You must submit your foreign registration documents to the Wyoming Secretary of State by mail. It will take the secretary of state 3 to 5 days to complete your filing once the secretary of state receives the filing.
Wyoming Secretary of State
2020 Carey Avenue, Suite 700
Cheyenne, WY 82002-0020
Foreign Wyoming LLC Maintenance
Wyoming foreign LLCs must file the same annual report each year that Wyoming LLCs file. Wyoming foreign LLC annual reports are due on the first day of the month in which the LLC originally registered to do business in Wyoming. So, if an LLC obtained a Certificate of Authority in Wyoming on February 29, each year after, annual report will be due by February 1. The Wyoming LLC annual report costs $50 to file. These reports can be filed online on the Wyoming Secretary of State’s website for a $2 convenience fee.
Wyoming Sales Tax License:
If your foreign LLC will be doing business in Wyoming, you need to apply and obtain a sales tax license. To do this, you’ll simply complete a one page application from the Wyoming Department of Revenue and pay a $50 application fee. Once the department of revenue has completed your application, you’ll soon receive a packet of info from the Department of Revenue and WY state employment and labor agencies in the mail outlining ongoing filing requirements and sales tax due dates for your LLC.
If you live in another state, you can form a Wyoming LLC even if you don’t live in Wyoming. However, you may need to register it as a foreign LLC in the state where you live if you’ll also be doing business there.