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Wyoming LLC Dissolution

Dissolving a Wyoming Limited Liability Company

Technically, there are two ways to dissolve a Wyoming LLC:

  1. Let the LLC be administratively dissolved by the Wyoming Secretary of State
  2. File Limited Liability Company Articles of Dissolution with the Wyoming Secretary of State

Wyoming LLC Administrative Dissolution

If you’re shutting down your LLC in Wyoming, you may be tight on money, and LLC Articles of Dissolution cost $60 to file. If you don’t file your LLC’s annual report, three months after the due date, the Wyoming Secretary of State will administratively dissolve your LLC. This may be a tempting way to let your LLC dissolve on its own. However, there are three major ways this method could work against you:

  • You will be unable to ever do business in Wyoming with that LLC without paying fines and past due annual reports.
  • If your business is still in existence, it could still be involved in a lawsuit.
  • You have no control over the date of dissolution.

Obviously, the choice is yours and you may suffer no consequences just waiting for the secretary of state to dissolve your LLC. But if peace of mind is worth $60 to you, keep reading.

Formal Dissolution

The advantages of formally dissolving your Wyoming LLC are as follows:

  • You remain in control of the LLC, deciding the exact date of dissolution.
  • Once the business is dissolved, it is no longer active and cannot be taken to court in a lawsuit.
  • Should you want to reinstate the business at a later date, you won’t have any fines or past due annual reports to hassle with.
  • It simplifies the process of closing your LLC.

How to File Wyoming LLC Articles of Dissolution

LLC articles of dissolution are a simple document in Wyoming. Follow the steps below to dissolve your Wyoming LLC:

  1. Complete the Articles of Dissolution

    There are only two sections of the Wyoming LLC Articles of Dissolution: LLC name and a check box stating that the LLC has wrapped up all business affairs. Sign and date the dissolution articles and document is complete.

  2. Send the Articles of Dissolution to the Wyoming Secretary of State

    You must mail the articles to the Wyoming Secretary of State. Include a check or money order for $60. Mail articles to:

    Wyoming Secretary of State
    Herschler Building East
    122 W 25th St
    Suites 100 and 101
    Cheyenne, WY 82002

The Winding Up of a Wyoming LLC

After dissolving the LLC, you’ll need to put a close to business affairs and tie up loose ends. This process is called winding up a business. The main purpose of winding up is to discharge the company’s debts, obligations, or other liabilities, settle and close the company’s activities and distribute the assets of the company accordingly.

The Wyoming statutes (W.S. 17-29-701) state that a limited liability company can continue after dissolution only for the purposes of winding up. The purposes covered by the statute include:

  • Transfer of property
  • Settling of disputes
  • Prosecute and defend actions and proceedings

If you are winding up your LLC, don’t forget to cancel your Wyoming registered agent service. Many registered agents require anywhere from 30 to 90 days notice prior to cancellation. At Best Wyoming Registered Agent, we ask that you give us at least 60 days notice for cancellation prior to the next billing due date.