How Do I Dissolve an LLC in Wyoming?
To dissolve a Wyoming LLC, approve dissolution under your operating agreement or Wyo. Stat. § 17-29-701, wind up business activities, discharge all liabilities, distribute remaining assets to members, and file Articles of Dissolution with the Wyoming Secretary of State. The filing fee is $60.00. No tax clearance certificate is required, but you must file a final tax return.
Dissolution Steps
1. Approve Dissolution
Obtain member approval for dissolution according to your operating agreement or Wyoming's default rules under Wyo. Stat. § 17-29-701. Document this decision in writing.
2. Wind Up Business
Under Wyo. Stat. § 17-29-703, discharge all debts, settle and close business activities, marshal assets, and complete required winding-up filings. The LLC may continue operations only as necessary to wind down affairs.
3. Distribute Assets
After discharging all liabilities, distribute remaining assets to members according to your operating agreement.
4. File Articles of Dissolution
Submit Articles of Dissolution to the Wyoming Secretary of State online at https://wyobiz.wyo.gov/Business/Default.aspx or by mail to:
Wyoming Secretary of State
Herschler Building East, Suite 101
122 W 25th Street
Cheyenne, WY 82002-0020
Include the $60.00 filing fee per Wyo. Stat. § 17-29-704.
5. File Final Tax Return
File a final Wyoming tax return with the Department of Revenue. Wyoming does not require a tax clearance certificate before dissolution.
Key Points
- Filing Fee: $60.00
- Tax Clearance: Not required
- Statute: Wyo. Stat. §§ 17-29-701 to 17-29-708
- Processing: Contact the Secretary of State for current processing times
Contact Information
Wyoming Secretary of State
Phone: (307) 777-7311
Website: https://sos.wyo.gov/
This is general information, not legal advice.