Our Services in Wyoming
We provide company formations in Wyoming to Non-Residents, Foreigners, Residents, and US Nationals. Our services includes, but are not limited to:
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Wyoming LLC Formation
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Open company in the USA
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Wyoming Registered Address and Agent.
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Annual Report
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EIN for Foreigners
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US Bank Account and Offshore Bank Accounts
Executive Summary
Wyoming, a State of the United States of America, is one of my favorite jurisdictions to form a low o no tax company. These are the main reasons:
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It is relatively very cheap and very fast to form a company here. Company formation can be achieved the same day.
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The U.S. is not part of the Common Reporting Standars, giving you a higher level of privacy.
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0% State tax if you don't trade within the State, and 0% Federal Taxes if you don't engage in U.S. Trade or Business.
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Easy to open U.S. bank account remotely (online) under the name of the entity. There are several banking options.
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Very good option to open offshore bank accounts under this entity, for example in Liechtenstein, Singapore, Isle of Man, UK, the Caribbean Islans, or any other jurisdiction as U.S. Companies have a lot of international prestigue.
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Cheaper than Delaware as in Delaware LLCs pax an annual fanchise tax of around 300 USD per year, while in Wyoming you would only pay 50usd.
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If you intend to engage in U.S. Business or Trade, a good option for tax planning purposes.
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Great for any type of business.
Timeline
Wyoming LLC Articles of Organization
A Wyoming LLC is formed by filling the Articles of Organization before the Secretary of State. The Articles of Organizations can be filled and submitted online, by mail or in person.
The Articles of Organization requires the following information to be submitted:
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Name of the LLC
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Duration of the LLC, which can be perpetual.
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Registered Agent Name and Address.
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The LLC's main place of business and mailing address.
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Organizer information.
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Additional articles.
When filling the Articles of Organization it is not required to disclose who owns the LLC, but when filling it, it must be filled correctly so we avoid the owner's name or address to be disclosed unnecessarily in case the owner wants privacy, as this information will be shown on the public records and cannot be deleted.
The Secretary of State does not require domestic LLCs to submit their Operating Agreement.
Wyoming LLC Operating Agreement
A Wyoming LLC Operating Agreement is a document that sets out the rules that will regulate the LLC, the relationship of the Members, etc. It contains, at a minimum, the following clauses, regulation, and/or information:
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LLC legal name.
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Initial registered agent name and address.
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How it is manager (Member Managed or Manager Managed).
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Interest ownership percentage of its members.
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How it will elect to be taxed.
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Rules for holding meetings, and voting rights, quorum, etc.
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Profit and los allocation.
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Duration.
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Dissolution.
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Heirs rights.
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State and date of formation
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Initial contributions made by the members.
The Operating Agreement is an internal document, but it can be asked by some banks when opening a corporate bank account, or when requesting a credit.
EIN For Non-Resident Foreigners
The Employer Identification Number (EIN), or the LLC tax number, is obtained by filling SS-4 before the IRS. This EIN number is required in order to open a Bank Account, as banks will ask for the EIN Confirmation Letter, filling your yearly tax return, etc.
Non-Residents and/or Foreigners cannot generate the EIN online and automatically since they don't have a Social Security Number. SS-4 applications by foreigners is received only by mail or by fax, being fax the fastest way to obtain the EIN number from the IRS, taking about 1 to 2 weeks.
Along with the SS-4, copy Articles of Organizations approved by the Secretary of State have to be attached.
You can check our EIN guide below
Features
Banking
Can open U.S. bank accounts and Offshore Bank Accounts. High privacy, no CRS. (the U.S. has another version). Access to Payment gateways such as Stripe and PayPal.
eCommerce
Widely used by digital entepreneurs, from Dropshipping, FBA, Freelancers, Writers, to any other type of online business.
Low Maintenance
If not engaged in U.S. trade, only information reports. Form 5472 and 1120, both for information reporting purposes. At the State level, only Annual Information Report
Asset Protection
Can be used to acquire any type of property, from Real Estate, to gold, yatchs, etc, in the U.S. and in other parts of the world.
Taxation of a Wyoming LLC
Summary: a single member LLC owned by a non-resident foreigner with no US sourced or US Effectively Connected Income is not subject to income tax in the US, does not file an income tax return, and is only subject to some information returns reporting just the transactions between the LLC and the owner (and related parties).
A Wyoming LLC taxation will depend on several factors, this includes its federal tax classification, and source of income.
Federal tax classification is how the IRS will treat your LLC for tax purposes, this can be as a Disregarded Entity, Foreign Owned US Disregarded Entity, Partnership, or as a Corporation.
Foreign Owned US Disregarded Entity
Key points:
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One Single Member.
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Member is a non-resident foreigner.
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Not subject to income tax if it does not US sourced income nor Effectively Connected Income.
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Does not have to file income tax return. Only files an information return reporting transactions between the LLC and the Owner, including transactions with the related parties of the Owner.
If the LLC has only one member who is a non-resident foreigner, we can elect the tax classification to be as a “Foreign-Owned US Disregarded Entity”. This means the LLC itself is disregarded (ignored) for income tax purposes, and the income is passed to the owner. If the entity had no US sourced income, then the owner is not subject to US income tax.
If the income is US Sourced Income or Effectively Connected Income, will depend on the type of income.
For example, what determines the Source of Income for Personal Services, Salary or Wages, and other compensations, is where the services are performed. In lay terms, let’s say you form a Wyoming LLC, and you provide personal services like counseling, web design, SEO, research, marketing services, administrative support, management - or any other type of service you can think of - through this LLC while physically located outside of the US. Since you are performing this outside of US soil, this income earned via the LLC will not be subject to US taxes even if the clients are located in the US.
“Fixed, Determinable, Annual, or Periodical (FDAP)”, or Passive Income in other words, is treated differently. For example, if you receive dividends, royalties, interest (except for bank deposits), etc., from US sources, then this income is considered is subject to a 30% withholding tax when you receive it.
You can check the factors that determine the income source here:
https://www.irs.gov/individuals/international-taxpayers/nonresident-aliens-source-of-income
Multi-member LLC taxed as a Partnership:
The taxation of Multimember LLCs classified as Partnerships will depend on whether the LLC had or didn’t have Income Effectively Connected with business or trade in the US
A Single Member LLC owned by Foreigner without US Sourced Income may not be subject to US Income Tax.
Single Member LLC owned by a US Person, or Multi Member LLC owned by several US Persons.
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Can be taxed either as:
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Sole Proprietorship for Single Member LLCs, or Partnership for Multi Member LLC.
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Corporation
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S-Corporation
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Wyoming LLC yearly maintenance and annual fees
The yearly ongoing costs will depend on several factors, and mainly on the way the company is taxed. Compliance requirements are at a State and Federal Level.
State Compliance:
In general, State Compliance,
Annual Report: US$60. State Fee.
Professional Fee for Filling Annual Report: $100
Registered Agent and Address: this price will depend on the service provider hired. Our option is US$25 per year.
Federal Compliance:
Federal requirements, hence costs, will depend on your tax classification.
Yearly compliance of a Single Member LLC owned by a foreigner not engaged in US trade or business,
Form 1120 (Pro Forma) and 5472: starting at +$250
Total Estimated Price for state and federal Compliance: US$435.
Federal yearly obligations:
The Wyoming LLC yearly federal obligations will depend mostly on whether the LLC is owned by a non-resident foreigner, or a US person, and how many Members the LLC has.
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One Foreign Owner, Non-Resident: LLC is classified as a Foreign-owned U.S. Disregarded Entity.
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Two Foreign Owners: LLC is taxed as a Partnership, and the LLC is subject to
In here we will focus a single member LLCs owned by a non-resident foreigner, as they are the most popular for tax purposes.
Federal yearly Compliance of a Wyoming LLC with one Foreign Owner
(Foreign-Owned US Disregarded Entity)
US Single Member LLCs owned by a non-resident foreigner are classified as Foreign-Owned US Disregarded Entity for tax purposes, hence the LLC itself does not file a federal US tax return. What they file is an information return comprised of (1) form 1120 Pro Forma, and (2) form 5472
Form 1120 For Foreign-Owned US Disregarded Entity
What is form 1120?
Form 1120 U.S. Corporation Income Tax Return is a form filled by the U.S. Corporation as their tax returns, but domestic Disregarded Entities wholly owned by one foreign person or company (single member LLC) are required to file form 1120 Pro-Forma, so basically only the top section of the form which requires basic information of the company must be filled.
How to fill form 1120?
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On top of the form you must add the phrase “Foreign-Owned US Disregarded Entity”
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Fill section requiring the company name and address.
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Add Employer Information Number (EIN) on section B.
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Check the appropriate box in section E (1) or (2). Leave empty if none applies.
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Sign at the bottom of first page, add date.
Form 5472
Form 5472 is what we call an information return, and not a tax return. In this form, we report information on the transactions between the LLC and the foreigner owner(s) or any other related party, like a company owned by the Owner(s) - except for other US companies - or relatives.
The company has to fill one form 5472 for each owner or related party that had a transaction with the company. These transactions include royalty payments, salaries, licenses, donations, loans, etc.. We also have to report transactions that had no monetary value, such as royalty-free licenses.
It is worth noting that also the expenses for forming the company are reported if those expenses come from the owner or a related party.
Where to mail: form 1120 and 5472 are mailed or faxed to a different address than the one set for corporations who fill 1120. It is better to confirm this address each year to avoid relying on information not updated.
When to file form 1120 and 5472 for a Foreign-Owned US DE Entity: you must file it before around the second week of April.
Pricing
All-Inclusive
$600
All you need to form a Wyoming LLC as a non-resident foreigner
Wyoming LLC Articles of Organization
EIN for non-resident foreigner.
State Filling Fee
Registered Agent and Address for a year
Privacy: Wyoming Business and Mailing Address
Extra: Free referral to one or two of our fintech banking partners.
Extra: Free Counseling and Guidance on the LLC taxation, management, and yearly compliance.
Extra: Free Single Member LLC Operating Agreement Template
Yearly Compliance
$535
Yearly compliance of a Single Member LLC owned by a foreigner not engaged in US trade or business
State Annual Report including State Fee: State Fee
Registered Agent and Address
Form 1120 (Pro Forma) and form 5472
Yearly compliance pricing are estimates. These prices may vary due to several factors related to your tax and company situation.
Bank Accounts for a Wyoming LLC
One of the main needs of our clients when opening a company in Wyoming is the bank account. The banking options we provide to our clients will depend on their specific business activity, nationality, where clients are based, among other factors.
When opening a bank account for a Wyoming LLC, you can open a bank account in a bank located in Wyoming, or a bank located in another State within the USA, or in another country like the Bahamas, Singapore Cayman Islands, or any other country. You can also pick a "traditional bank" or a "fintech".
Bank account opening requirements, timeframes, varies in each an all scenarios and cases.
Fintech Banks: For some non-resident clients, a quick and cost saving solution, with no travel requirement and very low minimum deposit, is to open a Wise or Mercury account.
US Traditional Bank Account: as a non-resident, you can open a bank account in a traditional bank, with extra KYC/AML requirements and higher minimum deposit. These requirements include a proof of address sin the USA or in the State where the bank is located (utility bill or lease agreement), personal visit (no remote opening).
Offshore Banks: the Wyoming LLC can surely open a bank account in any other jurisdiction either in Europe, Asia, the Caribbean, Africa, as long as it complies with all the requirements.
A couple fintech options:
FAQ
Disclaimer: Nothing on this website shall be considered nor be a substitute for legal, tax, or financial advice. Please contact your licensed advisor for legal, tax, or financial advice.
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