Wyoming Certificate of Authority›Corporation form
The Wyoming foreign corporation form
A foreign profit corporation files the Foreign Profit Corporation Application for Certificate of Authority, pays $150, and attaches an original certificate of existence or good standing, dated not more than sixty days before the filing in Wyoming and authenticated by the Secretary of State or other official who keeps company records where the company was formed. We prepare the filing for $199.
The corporation form in brief
- Title
- Foreign Profit Corporation Application for Certificate of Authority
- Fee
- $150
- Statements
- 10 on the form
- Attachment
- Home original dated inside 60 days
- Signed by
- The chairman of the board, the president or another officer
- Yearly
- License tax from $60
What the form states
The corporation states the corporation's name; its home state or country; its date of incorporation, which must match the certificate; its duration; its mailing and principal office addresses; its Wyoming registered agent and office; the names and usual business addresses of its current directors and officers; the date it began or will begin business in Wyoming; and its acceptance of the Wyoming constitution.
The home certificate
The attachment is an original certificate of existence or good standing, dated not more than sixty days before the filing in Wyoming and authenticated by the Secretary of State or other official who keeps company records where the company was formed. The incorporation date must match the certificate, and the agent's consent page rounds out the packet.
Officers and directors
The form carries a table by office, from president through treasurer and the board, each with a usual business address. Match every name to the corporation's records on signing day, since the form asks for current officers and directors only.
Signature
The chairman of the board, the president or another officer signs, adding a printed name and title, plus a contact person with a daytime phone and an email.
Dates the form relies on
Two dates matter. The incorporation date has to agree with the home certificate, and the form also asks the day business began or will begin in Wyoming, with a note that unauthorized business draws back taxes and penalties.
The duty
Until it holds a certificate a foreign corporation cannot transact business in Wyoming. One that does anyway owes all the fees and license taxes that would have been imposed had the company applied and received a certificate and then filed every report, with eighteen percent interest, plus a penalty of five thousand dollars, reasonable audit expenses and reasonable attorney fees, and the attorney general may bring suit for collection.
The license tax
A foreign profit corporation pays the same yearly tax as an LLC: two-tenths of one mill on the dollar of assets located and employed in Wyoming, never below $60.
Amendment, reinstatement and exit
An amended certificate costs $60. A corporation that lost its certificate for tax pays $100 to reinstate, and $250 if the cause was lack of a registered agent. To leave, it files its own certificate of withdrawal form.
Corporation filings and fees
| Filing | State fee |
|---|---|
| Application for certificate of authority | $150 |
| Amendment | $60 |
| Reinstated after a tax lapse | $100 |
| Reinstated after losing its agent | $250 |
| Yearly license tax | From $60 |
Corporation and LLC compared
The corporation form has 10 statements against the LLC form's 9, and adds the officers and directors table. The fee, the home certificate rule, the consent page, the mailing and the yearly tax are alike.
Scenario: a Nevada corporation in Laramie
A Nevada corporation opens a Laramie branch. It names a Laramie agent, orders a Nevada certificate for $50 and mails $150. That is $200 out of pocket before any license tax.
Five years at the floor
Over five years at the floor, a corporation's Wyoming bill is $450 including the application, with the home certificate extra.
Nonprofits and partnerships
A nonprofit's Wyoming bill is $50 to apply and then $25 a year; a limited partnership applies at $150. Ask us before ordering either filing.
Through us
We collect the corporation's particulars, name the last day to order the home certificate, complete the form and the consent page, and check the packet. Our charge is $199, and Wyoming's is $150.
Preparing the corporation form through us
Give us the corporation's particulars
Name, home state, incorporation date, addresses, agent, officers, directors.
Read both pages
The form and the agent's consent page.
Get the certificate on our date
It has to land inside 60 days of mailing.
We check and mail the packet
With the $150 fee.
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.
Corporation form questions
What is Wyoming's charge to a corporation?
$150 to apply, and a license tax every year after.
Does the home paper have an expiry?
Not more than 60 days before the filing.
What does an amendment cost?
$60.
Does it go online?
No; mail, as with the LLC form.
Whose signature goes on the corporation form?
The chairman of the board, the president or another officer.
What does it cost to reinstate after losing the agent?
$250.
Cost breakdown
Get your Wyoming certificate
WY+ $150 to Wyoming
$199
- Your application and the agent's consent page, filled in from a short form of questions
- Notice of the last day to order your home certificate, so the paper is fresh at mailing
- A Wyoming agent address of ours, or your own choice of Wyoming agent
- Wyoming's certificate of authority, passed on once issued
- Renewal: after the first year, the agent service renews at $149 a year
$150 is the LLC rate. Corporations, nonprofits and partnerships pay their own application fees, shown on the fee 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, business questions and answers
- W.S. 17-16-1501, authority to transact business required
- W.S. 17-16-1502, consequences of transacting business without authority
- W.S. 17-16-1535, reinstatement following revocation
- Wyoming Secretary of State, foreign profit corporation application for certificate of withdrawal
- Nevada Secretary of State, limited-liability company fee schedule
- Nevada Secretary of State, commercial recordings FAQ
Already operating in Wyoming?
Apply now. The state's penalty and back taxes are counted by year, and each year you wait adds to them.