Steps to Start a Business in Wyoming
Wyoming is one of the few states that have been consistently voted as one of the best business-friendly environments in the country. The state enjoys a high rate of economic growth, with the biggest contributor being mining. Some of the top industries that attract entrepreneurs to start a business in Wyoming include travel and tourism, manufacturing, real estate, logistics, consumer services, and technology. The question is, how do you start a business in the state or what is the process for registering and obtaining a Wyoming business license? The following steps will provide an insight into the important requirements for making a business fully operational.
1. Prepare a Wyoming Business Plan
A business plan is like a roadmap of a business and hence critical to its formation, operation, growth, and expansion. A business plan is essential before you start a business in Wyoming. A business plan is like a roadmap of a business and hence critical to its formation, operation, growth, and expansion. A business plan is essential before you start a business in Wyoming. It is important to identify the purpose of a business plan. The purpose is twofold. The first would be to provide guidance towards managing as well as scaling your company. The second would be to help you in obtaining the necessary funding. Most business plans contain almost the same basic information. The various sections of your business plan should include the following:
- Executive Summary
- Description of Company
- Market Analysis
- Company Management and Organization
- Products and Services
- Marketing and Sales
- Financial Analysis
- Logistics and Operations
As a first time business owner planning to start a business in Wyoming, entrepreneurial training and development programs can be beneficial to you. The importance of these programs lies in their objective, which is to strengthen your business by focusing on key business areas like marketing, finance, strategy, and human resources. These programs will enhance your managerial capabilities and employee-handling skills. You can also find relevant information pertaining to new business or entrepreneurship development programs with the Office of the Wyoming Secretary of State.
2. Choose Business Structure for Wyoming Business
Choosing a business structure is as important as registering a business in Wyoming. A business structure is basically a legal structure of your company and has to be mentioned when filing for registration in the office of the Wyoming Secretary of State. The type of business structure you choose will not only define how much tax you will pay but also highlight the personal liability you may face.
Generally, when you start a business in Wyoming, the business structure you choose will be governed by three primary factors, which are taxation, liability and record-keeping. Apart from these, each business structure has its own benefits and limitations.
Most business owners prefer to form an LLC or establish a corporation as these entities have several benefits, including liability protection. There are certain differences between these structures from an operational and financial point of view:
- LLC – A limited liability company is separate from its owners and has its own responsibilities and liabilities. One of the greatest advantages of this type of structure is limited liability protection. This means that the private assets of members of an LLC will not be at any risk if there is a lawsuit against the company. A limited liability company can choose to be taxed as an S Corporation, and this structure allows flexibility in the distribution of profits to its members or owners.
- Corporation – A C Corporation, also known as a traditional corporation, enjoys certain advantages like limited liability. This type of entity can also choose to be taxed as an S Corporation. One of the top benefits of this legal structure is its ability to raise capital through the issuance of stock. In fact, venture capitalists (VCs) find it easier to invest in C corporations from a tax perspective. A C-corp has perpetual existence, which means it will remain operational even if the owners leave the company or die.
- DAO LLC – In fact, you can now form a new LLC structure with the Wyoming secretary of state, known as a Decentralized Autonomous Organization (DAO). When you register a business in Wyoming as a DAO LLC, its formation will be governed by 2022 Wyoming Statutes, Title 17—Corporations, Partnerships and Associations, Chapter 31—Decentralized Autonomous Organization Supplement.
3. Naming Your Wyoming Business
A name is integral to a business as it plays a key role in different areas associated with the business itself, like advertising and branding. A business name helps in communicating business strategy to prospective consumers, media, investors, and even employees. Even the process to register a business in Wyoming requires you to first conduct a Wyoming business name search and then reserve the name. Your business name should follow the naming guidelines in Wyoming business statutes, and they are:
- You need to use the right phrases, words, or abbreviations according to the chosen business structure.
- If you want to register an LLC, then it is important to use Limited Liability Company, Ltd, Liability Co., LC, or LLC
- If you want to start a business in Wyoming as a Corporation, then it is important to use “corporation,” “incorporated,” “company,” “Corp.,” “Inc.,” or “Co”
- The business name should be distinguishable from any other name in the records of the Wyoming Secretary of State
- Use of certain words prohibited like “bank” and “insurance”
How can you conduct a Business name Search?
It is essential to conduct a Wyoming business name search. This is also known as a name availability search. It will reveal whether your chosen name is available or not.
How to reserve your business name in Wyoming?
In order to register a business in Wyoming, you will need to reserve the available business name. You can reserve an LLC name or a corporate name by filling out the respective reservation forms. You have to submit it to the Wyoming Secretary of State along with a filing fee of $60. You can reserve the name for a period of 120 days.
How to reserve a Fictitious Name?
If your company is a foreign entity, you can file a fictitious name. The prerequisite for registering a fictitious name is that a Wyoming business search reveals that your current foreign LLC or INC name is unavailable. The forms for a foreign LLC name and a foreign INC name are different. You have to submit the form to the Wyoming secretary of state along with a filing fee of $60.
How to register your Trade Name?
A trade name is also known as a Wyoming DBA. If you want to use any name other than the legal name of the owner, filing a trade name becomes important. You will need to file an Application for Registration of a Trade Name. The filing fee is $100, and the processing time can be a maximum of 15 business days.
4. Choose Your Location for Wyoming Business
If Wyoming is your chosen state for starting a business, then it is important to identify the perfect location to launch the business. Several factors determine the location, such as transportation infrastructure, proximity to the local markets, distribution network, competition, accessibility, and security.
Once you register a business in Wyoming, you can operate from any of the Wyoming counties. However, it is important to note that each county has its own local business laws, zoning laws and requirements, and licensing requirements, including business license inspections.
5. Register Your Business with Wyoming SOS
If you are planning to register a business in Wyoming, its formation will be governed by the 2015 Wyoming Code, Title 17—Corporations, Partnerships, and Associations. Depending on the type of business entity you are planning to register, such as an LLC or Corporation, you will be required to submit the corresponding application with the office of the Wyoming Secretary of State.
To start an LLC or corporation in Wyoming, you need to file formation paperwork. Your formation paperwork is submitted to the Wyoming Secretary of State. If you are a sole proprietor or general partnership, you won’t need to file paperwork with the state.
- If you want to register a Wyoming LLC, then you will need to file Articles of Organization.
- If you want to establish a Wyoming corporation, then you will be required to file Articles of Incorporation.
The cost of formation paperwork for LLCs and corporations will be $100. You will need to provide specific business information in the new business formation paperwork like business name, principal address, and your registered agent. You can apply on the Wyoming Secretary of State website or via the paper form.
You can register a business in Wyoming online or by submitting the application to the office of the secretary of state by mail.
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6. Draft Internal Operating Agreements (LLCs) or Bylaws (Corporations)
There are documents that can be used to register a business in Wyoming, and then there are internal documents or records. These are internal business documents that your company needs to keep a record of. You have to draft these documents based on your entity structure. They will not be submitted to the Wyoming secretary of state. However, you may be required to show them to a third party like the IRS, bank, or a financial institution.
The important internal documents that you will need to draft for your LLC or corporation are:
- Wyoming LLC Operating Agreement – This will be the rule and regulation book of your LLC. It will define how your limited liability company will conduct its business. This includes making decisions, distribution of company profits, managing operations, percentage of membership interests, and detailed voting requirements. Your LLC operating agreement will take into consideration every aspect and scenario that the company may face, including dissolution. It is not easy to draft an operating agreement, and templates available online might confuse you. We at IncParadise can help you draft an LLC Operating Agreement.
- Wyoming Corporate Bylaws – A bylaw is the rule book for your corporation and has to be adopted and followed internally. It is also known as company bylaws. This is a type of legal document that will set forth rules related to governing the day-to-day operations of your corporation. Bylaws will provide details about how your company will appoint its directors and officers, hold shareholder meetings, handle the issuance of stock to shareholders, and resolve conflicts of interest, among others. There are several components that come together to complete corporate bylaws. Hence, there is a possibility that you may miss out on something important. IncParadise, one of the top Wyoming registered agents can provide necessary guidance towards creating detailed bylaws.
7. Obtain Wyoming Licenses and Permits
Once you register a business in Wyoming, you will need to apply for a business license. It is important to note that every business may not require a license, but at the same time some businesses may require multiple licenses. You will need to identify the type of licenses, from state licenses to professional and local permit requirements. If you are wondering how to get a Wyoming business license, then let’s briefly look at various licenses applicable in the state:
- General Business License – Some states have a general business license, which is issued when you form an LLC or a corporation. Wyoming does not have a general business license at the state level.
- Professional License – When you start a business in Wyoming, one of the important licensing areas is that of professional licenses. This type of license is required when the primary activity of your company is associated with listed licensed occupations in Wyoming. In order to identify if your business activity requires you to apply for professional licenses, you will need to check the Directory of Licensed Occupations in Wyoming. This has been compiled by the Research & Planning (R&P) section of the Wyoming Department of Workforce Services. There are different boards under the professional licensing board responsible for the issuance of a Wyoming business license for a specific profession or occupation.
For example, the Wyoming Board of Architects and Landscape Architects (WBALA) is responsible for issuing occupational licenses to Architects and Landscape Architects.
- Sales Tax License – If you register a business in Wyoming and your company sells or offers products, services, and specific tangible property, a sales tax license is required. You will have to first register your company with the Wyoming Department of Revenue by submitting the Sales and Use Tax License Application. This is also known as a sales tax permit, and the licensing fee is $60.
- Local Business Licenses – Local licenses are issued by the city or county in which your company is based. This type of Wyoming business license is normally issued by the city clerk’s office. The license application and fee will depend on the type of business activity.
For example, if you operate a “Bed and Breakfast” in Cheyenne City, the licensing fee would be $65. The fee and type of license would also vary from one city or county to another. You may even be required to apply for local zoning permits.
Alternatively, you can opt for IncParadise’s “Business License Research Report” service. This research report contains a list of filing instructions, supporting document requirements, and fees for all Wyoming business licenses, as applicable.
8. Obtain an EIN & Understand Your Tax Burden
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An Employer Identification Number (EIN) is required mostly by businesses that have employees or multiple members, partners, etc. If you are planning to start a business in Wyoming, whether an LLC or a business corporation, then you may be required to apply for an EIN. This is a unique nine-digit tax ID number, also known as the Federal Tax Identification Number, issued by the Internal Revenue Service(IRS).
There are many benefits of having an EIN number, as it will aid a business in filing tax returns, applying for a Wyoming business license, and opening a business bank account. When it comes to taxes, the state of Wyoming does not have any corporate income tax or individual income tax. So, what will be your tax burden in this state? Let’s study about certain types of taxes that may be applicable on the federal, state, or local level:
- Federal Tax – A limited liability company is a pass-through entity, and hence, the tax will be passed on to the members. So, members are supposed to file an income tax return on the profits of the LLC. Since the state of Wyoming doesn’t have any personal income tax; the members will not be required to file this tax. An LLC may be required to file federal self-employment tax at a rate of 15.3 percent. Since, there is no corporate tax in the state; hence corporations won’t have to file this tax.
- State Business Tax – When you register a business in Wyoming, one of the important state taxes to consider is the sales tax. State sales tax is levied in most states, and the rate in Wyoming is 4 percent. This is irrespective of the type of business you form. Each county in the state has a flat 4% state sales tax. In addition to this, counties have the ability to seek voter approval to add 1 percent to the existing sales tax. This means it will increase from 4 to 5 percent. This is also known as the 5 percent optional tax. There is also a third type of sales tax that you may encounter in this state. It is known as the optional “6th penny” or 6 percent special purpose tax. Apart from this, if you own property or real estate in Wyoming, you will be required to file property taxes. The current rate is 9.5 percent of the value of your property.
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9. Open a Business Bank Account
One of the important elements of establishing sound business practices is opening a business bank account. Ideally, you should open a bank account before you register a business in Wyoming but you can do this after forming your business as well. The requirements for opening a business bank account can vary from one bank to another. The common general requirements are:
If you are operating a C corporation or a limited liability company (LLC), then you will be required to submit specific documents to the bank while opening an account. This includes formation or incorporation documents, corporate bylaws or operating agreements, and EIN. You can speak with the local city or county branch where you are planning to open a business bank account, as they will be able to provide you with a comprehensive list of requirements.
You can now open a business bank account online through Cheqly. This is a US business checking account, which works just like any other business bank account. When you open an account online, you will get virtual or physical debit cards that will help in making business payments efficient.