Domestication is the process of moving your business from your current home state to Wyoming. This relocation is not simply registering to do business, but actually dissolving your company in your home state and continuing its existence here in Wyoming.
Domestication allows you to keep your company’s history and incorporation date while changing your home state.
You can domesticate from any state to Wyoming. The process is the same regardless of where you are moving from (though popular states like Delaware and Nevada have specific dissolution steps that are explained below).
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Wyoming Business Advantages:
- Wyoming has no corporate tax
- Wyoming has no personal income tax
- Wyoming has no franchise tax fees
- Wyoming has no business licensing fees
In addition to a lack of various business taxes, Wyoming has a very low annual maintenance cost. Businesses in Wyoming must file an Annual Report each year, which costs businesses $62 (a $60 filing fee plus a $2 convenience fee if filed online). That’s it. In Wyoming, there are no hidden fees or added fees or special taxes that kick in after you’ve been in business for six months. Just $62 a year.
Wyoming also offers real privacy protections for businesses. Wyoming does not maintain ownership information in a publicly searchable database as some do (such as Nevada). Nor are Wyoming LLCs or Wyoming Corporations required to list the members or managers of either or Corporations when the companies are formed, as you must in some states.
There are many reasons to domesticate to Wyoming. Which may be why the Tax Foundation ranked Wyoming #1 in the nation on its Business Tax Climate Index for 2015.
See our guide below to learn how to domesticate your business to Wyoming.
Steps to Domesticating a Business in Wyoming
Request a Certified Copy of Your Formation Documents
Certified copies must be requested from your home state’s Secretary of State or Corporations Division. The Wyoming Secretary of State will need this document as evidence that your company currently exists in another state and is legally registered.
Prices for certified copies vary by state. Buffalo Registered Agent can get certified copies of your formation documents within 24 hours for $100.
Obtain Wyoming Articles of Continuance
Wyoming Articles of Continuance allow your company to move to Wyoming and keep your original formation date. This way your business does not lose any of its history.
This is also the point at which you must appoint a Wyoming registered agent. A registered agent must have a physical street location within the state and accept service of process on behalf of businesses. You can hire Buffalo Registered Agent for only $49 a year.
When you hire us, we will send you a signed Registered Agent Consent form, which you must file with the Articles of Continuance (don’t file yet).
Once your Articles of Continuance are properly filled out, set them aside for now.
Write a Resolution Authorizing Continuance
Wyoming requires you to provide evidence that the owners of your company have approved the move from your home state to Wyoming. This is done by writing a Resolution Authorizing Continuance.
A Resolution doesn’t need to be anything fancy. You can type the Resolution or write it by hand if you prefer. What’s important is that the Resolution states that you, the owner (and other owners), authorize the dissolution of your company in your home state and the continuance of your company in Wyoming.
The Resolution Authorizing Continuance must be signed in ink by your company’s owners, or by an individual authorized to make this decision. For LLCs, this means that members must sign. For Corporations, either the shareholders or the Board of Directors must sign.
Fill Out Dissolution Documents From Your Home State
The Wyoming Secretary of State will not give domestication approval unless you send a copy of your unfiled dissolution documents. This is the document that will be filed with your home state’s Secretary of State or Corporations Division. This document will dissolve your company in your home state. Do not file it yet. You can obtain dissolution documents from your home state’s Secretary of State’s office.
Please remember: don’t file dissolution documents yet. This is the very last document to be filed. Simply fill this out, make a copy of it for the Wyoming Secretary of State and set it aside.
File Documents in Wyoming
Okay. Your paperwork is all filled out and ready to go. Time to send it to the Wyoming Secretary of State.
What to File in Wyoming:
- Certified Copy of Your Formation Document From Your Home State
- Wyoming Articles of Continuance (Including Signed Registered Agent Consent Form)
- Signed Resolution Authorizing Continuance
- Unfiled Copy of Articles of Dissolution From Your Home State
Send all documents to the Wyoming Secretary of State. Include the $100 filing fee. Make checks and money orders payable to the Wyoming Secretary of State.
Obtain Continuance Approval in Wyoming
DO NOT make the mistake of filing your dissolution documents before you are certain your paperwork has been approved by the Wyoming Secretary of State. In a worst case scenario, your company could be dissolved in your home state and your filing in Wyoming could be rejected, in which case your company would no longer exist anywhere.
When your domestication has been approved in Wyoming, the Secretary of State will send you a confirmation.
File Dissolution Documents in Your Home State
After you have received confirmation that your documents have been accepted in Wyoming, it is time to file your dissolution paperwork in your home state and pay any associated fees.
Dissolution procedures and fees vary from state to state. See below for specific dissolution information concerning Delaware and Nevada.
You are now the proud owner of a Wyoming company! Welcome to the Cowboy State!
Moving Your Company to Wyoming From a Popular State
Here at Buffalo Registered Agent, we have noticed that most domestications come from the following states: Delaware and Nevada. Every company has its own unique reasons for leaving its home state, but in our experience, the main reason companies leave these states is dissatisfaction with regulation, taxes and fees.
Are these great states for business? No doubt they are. Many LLCs and Corporations are located in Delaware and Nevada and many of them are surely happy that they are.
However, every day more and more businesses are domesticating in Wyoming as they realize that Wyoming has the healthiest and most business-friendly atmosphere in the nation.
The Tax Foundation ranked Wyoming the Lowest State/Local Tax Burden in the Country in 2014 and the Most Business Friendly Climate in 2014 and 2015. The US Chamber of Commerce Foundation ranked Wyoming Second Best Business Climate in 2014. Wyoming’s business rankings are a clear indication of how pro-business the state truly is.
Below is information concerning dissolution in Delaware and Nevada. The steps for domestication are the same no matter what state you’re moving from, but Delaware and Nevada each have distinct dissolution steps.
How to Move a Business From Delaware to Wyoming
LLC: Certificate of Cancellation of a Limited Liability Company
Corporation: Certificate of Dissolution (or Certificate of Dissolution Short Form)
The cancellation fee for a Delaware LLC is $200 plus all annual taxes.
Corporations pay one of two fees. If your Corporation has been paying more than the minimum annual franchise tax, you must file a Certificate of Dissolution, pay a $204 filing fee, and pay all taxes.
If your Corporation meets all of the following requirements, you can file the Short Form and pay only the $10 filing fee:
- The corporation has no assets and has ceased all business
- The corporation, for every year of its incorporation, has only been required to pay the minimum franchise tax
- The corporation has paid all franchise taxes and fees throughout the current year
How to Move a Company From Nevada to Wyoming
To dissolve your company in Nevada, you must file dissolution documents with the Secretary of State. The document you file depends on whether or not you’ve begun any business in the state.
LLC: Articles of Dissolution Before Commencement of Business
Corporation: Certificate of Dissolution Before Payment of Capital and Beginning of Business
Corporation: Certificate of Dissolution
The filing fee for both LLCs and Corporations is $100.
The filings above include forms to indicate where and how you want the Secretary of State to send any documents back to you, forms to request certified copies, and forms to request expedite options.
You can hand-deliver, mail or fax the dissolution paperwork to the Secretary of State.
Regular and Expedited Filings
Secretary of State
202 North Carson Street
Carson City, NV 89701-4201
Expedited Filings Only
Secretary of State — Las Vegas
Commercial Recordings Division
555 East Washington Ave, Suit 5200
Las Vegas, NV 89101