Wyoming Foreign Registration › Withdrawal
Getting a foreign LLC out of Wyoming
When a foreign LLC is finished in Wyoming it files the Foreign Limited Liability Company Application for Certificate of Withdrawal. A foreign corporation files its own Foreign Profit Corporation Application for Certificate of Withdrawal. We prepare the filing for $199.
The withdrawal in short
- LLC form
- Foreign Limited Liability Company Application for Certificate of Withdrawal
- Corporation form
- Foreign Profit Corporation Application for Certificate of Withdrawal
- Filed with
- Wyoming Secretary of State, Business Division
- LLC signer
- A member, a manager or another authorized individual named in the operating agreement
- Coming back
- A new application, $150
- After a tax lapse
- Revival, $100
What the form declares
The withdrawal sets out the company's name and home law; that it no longer transacts business in Wyoming and surrenders its authority; that it revokes its registered agent's authority to accept service and appoints the Secretary of State as its agent for claims from the time it was authorized; the mailing address where the Secretary of State may send a copy of any process; and its promise to report any change of that address.
The Secretary of State takes over as agent
The form ends the registered agent's authority and makes the Secretary of State the recipient of claims from the authorized years. Once the withdrawal is effective, service on the Secretary of State counts as service on the company, and the Secretary of State forwards the copy to the mailing or email address on the filing.
The address to report
Supply a mailing address for any process the Secretary of State receives, and promise to report a change. The statute also asks for an email address for the copy.
Where the filing evidence goes
The email on the LLC form receives the filing evidence, and several addresses may be listed.
Who signs
For an LLC it is a member, a manager or another authorized individual named in the operating agreement. For a corporation it is the chairman of the board, the president or another officer.
Why the form is not optional
Under the statute a foreign corporation leaves only with a certificate of withdrawal in hand. The form is the route out.
How revocation differs
A withdrawal is the company's choice and a revocation is the Secretary of State's. The office can revoke after written notice for these causes: not delivering annual reports or paying the annual license tax when due; having no registered agent or registered office; not reporting an agent or office change within thirty days; signing a document known to be false; failing to answer a subpoena; or a public-interest ground such as false information that is not corrected. The authority ends on the effective date in the certificate of revocation.
Service after a revocation
Revocation appoints the Secretary of State as the company's agent for service of process on claims from the time it was authorized. The agent's own authority is not ended.
Returning
A revoked company can apply to be revived: an officer or other person with authority at the time of revocation applies within two years after the revocation takes effect, states that the grounds were eliminated or never existed, and pays the delinquent fees and taxes with the reinstatement fee. A company that withdrew applies afresh for $150.
Before you file
The company should have stopped transacting business in Wyoming, since the form says so. File any yearly report that is due, and tell the agent the engagement is ending. An agent who steps down files its own $5 resignation, one per entity.
The yearly tax comes first
A tax left unpaid makes the entity delinquent from the second day of the next month, and dissolution comes if no filing arrives in the 60 days after the due date. Filing before the withdrawal keeps the record tidy.
The two withdrawal forms
| Who | Withdrawal form | Who signs |
|---|---|---|
| An LLC | Foreign Limited Liability Company Application for Certificate of Withdrawal | A member, a manager or another authorized individual named in the operating agreement |
| A profit corporation | Foreign Profit Corporation Application for Certificate of Withdrawal | The chairman of the board, the president or another officer |
How the order runs
Say the company has stopped working in Wyoming and whether its agent is leaving. We draft the form for $199 and it goes to the Secretary of State once it is signed.
A withdrawal through us
Tell us it is over
We draft the form from your details.
Sign
An authorized individual signs.
We assemble the filing
The signed form goes to the Secretary of State.
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Withdrawal questions
What does the withdrawal declare?
That Wyoming business has ended and the authority is given up.
Can papers still be served?
Yes, on the Secretary of State, which forwards a copy to the address on the form.
Who signs for an LLC?
A member, a manager or another authorized individual named in the operating agreement.
What happens to the agent's authority?
The form ends it.
What is the price of returning to Wyoming?
A new application at $150.
What does revival after a tax lapse cost?
$100, plus the delinquent sums.
The price
Register in Wyoming
- The Wyoming application and the agent consent form, completed from a short questionnaire
- A cut-off date for ordering your home certificate, so it is still inside the window when the packet leaves
- A Wyoming registered agent with a street address, from us or of your choosing
- The certificate of authority Wyoming issues, forwarded to you
- Renewal: after the first year, the agent service renews at $149 a year
$199
+ $150 Wyoming fee
$150 is what Wyoming charges an LLC. Other entities pay other amounts, listed on the cost page. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Sources
- Wyoming Secretary of State, Business Division fee schedule
- Wyoming Secretary of State, foreign LLC application for certificate of authority and instructions
- W.S. 17-16-1503, application for certificate of authority
- Wyoming Secretary of State, should I apply for a certificate of authority
- Wyoming Secretary of State, foreign profit corporation application for certificate of authority
- Wyoming Secretary of State, foreign LLC application for certificate of withdrawal
- Wyoming Secretary of State, foreign profit corporation application for certificate of withdrawal
- Wyoming Secretary of State, Business Division
- Wyoming Secretary of State, business questions and answers
- W.S. 17-16-1520, withdrawal of foreign corporation
- W.S. 17-16-1530, grounds for revocation
- W.S. 17-16-1531, procedure for and effect of revocation
- W.S. 17-16-1535, reinstatement following revocation
Working in Wyoming already?
Start the packet today. The state's penalty clock runs for every year the company works without authority.