When the time comes to close up your business and terminate its existence in the state of Wyoming, this process is known as dissolution. Below we have provided a guide to dissolve a Wyoming Corporation to help you through the process.
It is possible to simply stop filing your Annual Report and not pay the filing fee. In that scenario, the Secretary of State will administratively dissolve your Wyoming Corporation.
This option, however, has certain drawbacks. Should you change your mind and wish to restore your business, you will have to file all back Annual Reports and pay the associated fees. You can learn more about this process on Wyoming Corporation Reinstatement page.
Steps to Dissolve a Wyoming Corporation
File Articles of Dissolution
File Corporation Articles of Dissolution with the Wyoming Secretary of State’s office and pay the $50 filing fee.
In Wyoming, there are two types of Corporation Articles of Dissolution. If your company was incorporated but 1) has not yet issued any shares or has not commenced business, and 2) all corporate debts have been paid, and 3) the net assets have been distributed to shareholders (if shares were issued), then you can file Articles of Dissolution by Incorporators or Initial Directors.
If you issued stock and began conducting business, you would file Articles of Dissolution by Shareholders.
Perform Wind-Up Measures
Wind-up measures are the final actions that must be taken to fully dissolve a Wyoming Corporation. Wind-up measures include: settling company disputes, ceasing company activities, transferring property, settling all debts and obligations, and distributing assets.
Wait for Approval
It generally takes one week for the Secretary of State to process a Wyoming Corporation dissolution. It may take longer to complete all wind-up measures, but once the dissolution has been approved, you cannot conduct any new business within the state.
Can Buffalo Registered Agent Help Me Dissolve a Wyoming Corporation?
No. We do not handle Wyoming Corporation dissolution. We do, however, provide the guide above.
What is Administrative Dissolution?
When a Wyoming Corporation fails to maintain a registered agent or fails to file its Annual Report, the Secretary of State will step in and administratively dissolve the company. If this happens, your company cannot conduct any business in the state without first reinstating your corporation.