Wyoming LLC vs Corporation: Both $100, but a Corporation Reports Officers and Directors and Needs No 'Inc.'
If you are weighing a Wyoming LLC vs corporation, the filing fee will not settle it. Articles of Organization and Articles of Incorporation each cost $100 with the Wyoming Secretary of State, and both entity types owe the same $60 minimum annual license tax. The differences that matter show up in what the public record reveals, how the name must be written, what the founding document must contain, and how the owners are taxed under federal law.
This article is informational only. It is not legal, tax or financial advice. Your entity choice affects your liability, taxes and ongoing paperwork. Talk with a Wyoming attorney and a CPA before you file, especially if you have multiple owners, outside investors or plans to elect S corporation status.
Side by side: the Wyoming LLC and the corporation
| Item | Wyoming LLC | Wyoming profit corporation |
|---|---|---|
| Formation document | Articles of Organization | Articles of Incorporation (Profit Corporation) |
| Filing fee | $100 | $100 |
| Annual license tax | $60 minimum, or $.0002 of Wyoming assets if greater | $60 minimum, or $.0002 of Wyoming assets if greater |
| Name requirement | Must include a designator such as LLC or L.L.C. (17-29-108) | No designator required (17-16-401) |
| Required contents of formation document | Name, registered office and agent (17-29-201(b)) | Name, authorized shares (may be unlimited), registered office and agent, and each incorporator's name and address (17-16-202(a)) |
| Annual report discloses | Principal office address (17-29-209(a)) | Officers and directors (17-16-1630(a)) |
| Owners and managers | Members | Shareholders, directors and officers |
The $100 filing fee and what it covers
Wyoming charges $100 to file Articles of Organization for an LLC and $100 to file Articles of Incorporation for a profit corporation. Both go to the Wyoming Secretary of State, Business Division. Online filings through WyoBiz are active as soon as the filing is complete. Paper filings are processed in the order received and can take up to 15 business days.
Expedited service costs extra, and initial formations are not eligible. The Secretary of State charges $1,400 for same business day service (received by 12:00 noon MT) or $700 for next business day service (received by 5:00 p.m. MT), in addition to the filing fee. Because initial formations can be completed online, they do not qualify, so plan on the standard timeline.
Your first-year cost will be higher than $100. Budget for the $60 annual license tax, a registered agent if you do not have a Wyoming street address, and an optional LLC name reservation if you need time to file.
Name rules: the LLC needs a designator, the corporation does not
An LLC name must include Limited Liability Company or one of the approved abbreviations: LLC, L.L.C., Limited Company, LC, L.C., Ltd. Liability Company, Ltd. Liability Co. or Limited Liability Co. (17-29-108). A name without one of these is not a compliant LLC name.
A corporation name does not need a designator. Wyoming's corporation statute, 17-16-401, contains no designator requirement, so a corporate name can be filed without Inc. or Corp. Many owners add one anyway for branding, and that is a choice, not a state requirement. Some guides online say corporations must carry a designator. On this point, the statute controls, and those guides are wrong.
Either way, the name must be available and distinguishable on the WyoBiz business search before you register. Entity names beginning with the letter A must be filed on paper rather than online.
What the founding document must say
The Articles of Organization for an LLC need only the name and the registered office and agent (17-29-201(b)). The Articles of Incorporation ask for more. They must state the corporation's name, its authorized shares (which may be unlimited), its registered office and agent, and the name and address of each incorporator (17-16-202(a)).
The difference matters in practice. A corporation's share structure is set in its Articles, so you decide the authorized share count before you file. An LLC's Articles do not set out its internal structure. Ownership and management terms usually live in an operating agreement that you keep in your own records.
The annual report: where the two diverge
Both entity types owe the same recurring state charge. The annual report license tax is $60 minimum, due on the first day of the anniversary month of formation each year. You may file up to 120 days before the due date. If the tax is not paid within 60 days of the due date, an LLC is subject to administrative dissolution, and a corporation faces dissolution.
The amount is not a flat $60 for every entity. It is $60 or $.0002 of all assets located and employed in Wyoming, whichever is greater. An entity with $300,000 or less in Wyoming assets pays $60. Wyoming assets of $1,210,000 produce a $242 charge. This is a license tax. Wyoming has no franchise tax.
The two reports also differ in what becomes public. A corporation's annual report lists its officers and directors (17-16-1630(a)). An LLC's annual report lists its principal office address (17-29-209(a)). If you do not want individual names tied to your entity in the state's public record, the LLC structure fits that goal better. To see what currently appears, search your entity on the WyoBiz business search.
Registered agent: required for both
Every Wyoming entity must continuously maintain a registered agent to accept service of legal papers. The agent may be an individual Wyoming resident or a domestic or foreign business entity authorized to transact business in Wyoming. The agent must have a physical street address in Wyoming, including any suite number. A drop box does not qualify. A PO box is accepted only in addition to a physical address.
Commercial registered agents must pay the state a $50 annual registration. That is separate from whatever service fee the agent charges you. Appointing a new registered agent and office costs $5. Compare service fees across agents, not only the state figure.
Other entity forms worth knowing
- Close LLC (17-25): restricts transfer, withdrawal, return of capital and dissolution. It suits owners who want the entity's rules to limit how interests move.
- Low-profit LLC (L3C): a limited liability company form designed for low-profit ventures. Review its requirements with your attorney before choosing it.
- Statutory close corporation (17-17): available for corporations with 35 or fewer shareholders.
- Limited partnership: $100 filing fee.
- Nonprofit: $50 filing fee.
- Partnership: an optional $10 statement of partnership authority is available, so do not assume a partnership has no state cost.
Taxes: no state income tax, so the decision is mostly federal
Wyoming levies no corporate income tax, no personal income tax and no franchise tax. The only recurring state entity charge is the $60 minimum annual license tax described above. That means the LLC vs corporation choice runs mostly through federal tax law.
Two federal questions drive most of the decision. The first is whether to elect S corporation status, which changes how the entity's profit is taxed to its owners. For federal purposes, an LLC is taxed by default as a pass-through entity and can elect corporate treatment. A corporation that does not elect S status is taxed on its own income at the federal level. The second question is self-employment tax, which applies to owners who work in the business. Whether an S election changes that exposure depends on your facts. Review both with a CPA before you file.
Licenses, sales tax and workers' comp apply to both
Sales and use tax
Wyoming's state sales tax rate is 4% (rates in this article are as of October 29, 2026). Counties can add option taxes, and resort districts can add more. There is no city sales tax. County rates change quarterly, so check the Department of Revenue rate chart for your location before you quote a price.
If you make taxable sales, you need a sales and use tax license from the Department of Revenue. The application carries a $60 non-refundable fee. Taxable items include meals and prepared food, lodging, admissions, telecom, utilities, alcohol, repair and alteration of personal property, and oil and gas well-site services. Intrastate freight is exempt, as is food for home consumption, including most baked goods.
Contractors pay tax on the materials they install. Wyoming issues no resale certificate. Instead, the buyer gives the seller a signed certificate. The remote seller threshold is $100,000 in sales, measured by sales dollars alone.
Licenses and permits
Wyoming has no general statewide business license. Registering your entity with the Secretary of State does not cover local or activity-specific permits. Those usually come from the city clerk in the Wyoming city where you will operate. Only cities and towns issue business licenses. Counties issue none. Counties handle land use, building, septic and liquor matters.
Trade licensing is also local. Wyoming has no state contractor, plumber or HVAC license. The state does license electrical trades through the Department of Fire Prevention and Electrical Safety, and contractors are licensed city by city.
Retail liquor licenses are population-quota licenses issued by cities, towns and counties, so availability depends on where you plan to sell. Confirm the process with the local issuing authority.
Home food producers may be able to sell directly to informed end consumers without a state license under Wyoming's Food Freedom Act, W.S. 11-49, up to its annual caps. Confirm the caps and rules with the Department of Agriculture Consumer Health Services before you sell.
Workers' compensation
Wyoming's workers' compensation system is a monopolistic state fund run by the Department of Workforce Services. Coverage is compulsory only in listed extrahazardous industries. Sole proprietors, partners, corporate officers and LLC members are excluded unless they elect coverage. Confirm with the Department of Workforce Services whether your industry is on the list.
Which structure fits your business
- Choose an LLC if you want the public record to show a principal office address rather than officers and directors, or you want flexibility in how ownership and management are set up, or a close LLC arrangement fits your owners.
- Choose a corporation if you need a formal share structure set in your Articles, or you want the statutory close corporation form for a closely held group of 35 or fewer shareholders.
Either way, the formation fee is $100. Decide on structure and disclosure, not on the filing fee.
Official Wyoming resources
- Wyoming Secretary of State
- WyoBiz registration instructions
- WyoBiz business search
- Department of Revenue, Excise Tax Division
- Sales and use tax registration
- Wyoming SBDC Network
- SBA Wyoming district office
Disclaimer: This guide is informational and is not legal, tax or financial advice. Fees, deadlines and rules change, so confirm current requirements with the agency named in each section. Consult a qualified Wyoming attorney and a CPA before forming an entity, especially for complex ownership, investment or tax situations.