It’s important to get a good understanding of how to dissolve an LLC in Wyoming as this is an important process that must be done properly. Being diligent about the steps that need to be followed will ensure that you don’t run into any problems later on. You can have any number of reasons for wanting to dissolve your Wyoming LLC, including but not limited to closing it down due to a challenging business environment.
The steps detailed in this guide will provide you with the necessary information that you need to go through the entire process yourself. While doing it all yourself is entirely possible, you’ll also learn why a lot of business owners choose to get professional assistance for the LLC dissolution process. Let’s jump right in!
Understanding LLC Dissolution in Wyoming
You’ll remember that when you wanted to set up your Wyoming LLC, there were several steps that you needed to go through to get your business entity registered with the state. This involved filing some paperwork, paying fees, obtaining an EIN, etc. Similarly, there are some legal and regulatory requirements that you must follow when dissolving an LLC.
You can’t just close up shop and expect everything to be sorted out on its own. LLC dissolution is the process through which a business is wound up. This normally happens in response to a triggering event whereby an act or event makes it necessary for the LLC to be dissolved. The triggering events are commonly defined in the operating agreement
There are some filing requirements that you’ll need to meet when you begin the process to dissolve your LLC in Wyoming. These include filing the required paperwork with the state and paying the appropriate fees.
Why Dissolve an LLC in Wyoming?
As a business owner, your reason to learn how to dissolve an LLC in Wyoming might be entirely different compared to others. For example, you might be interested in setting up a new business venture and shutting down the existing one. Since it’s generally recommended to have a separate entity for new ventures, it would be best to dissolve the LLC tied to the business that’s being wound up.
The business could simply be shut down due to financial challenges. A business that continues to make a loss can’t be sustained, therefore, the owners have to make a hard decision after some time. If that requires shutting it down, then the LLC for that entity must also be dissolved.
In some cases, when the appropriate triggering event for the LLC dissolution as defined in the operating agreement has occurred, then the process highlighted below can be followed to properly dissolve it.
How to Dissolve an LLC in Wyoming in 7 Steps
Before proceeding with the dissolution process, take the time to properly study all the steps mentioned in this guide so that you get a good idea of how to go about things. Check and double-check all filings that you make with the state to prevent any issues stemming from improper filings.
1. Review Your LLC’s Operating Agreement
The operating agreement is the blueprint for how the business is to be run. In most cases, it will detail the triggering events that will necessitate dissolution. Take time to properly study the operating agreement so that you can start the process correctly. It’s likely going to mention the method and the manner in which the process is to be conducted.
For example, you may be required to provide two weeks’ notice for all members to vote on the dissolution proposal. You’ll need to make sure that the notices are sent out for the meeting to all members who are eligible to vote so that they are notified in time.
2. Vote to Dissolve an LLC
If you’re required to hold a meeting of the members to dissolve the LLC, make sure that you’re providing them with ample notice to ensure their participation in the meeting. At the meeting, discuss the proposal to dissolve the LLC thoroughly and then take a formal vote.
This will be the official confirmation that all members have unanimously agreed to wind up the business entity. It’s good to have the consent of all members on the record before proceeding. This step obviously won’t be necessary if you operate a single-member LLC where you’re the sole member and manager.
3. File Articles of Dissolution
The filing requirements for dissolving a Wyoming LLC are fairly simple. You only need to file a one-page form with the Secretary of State to begin the process. These are called the Articles of Dissolution.
The information that you must provide in the form includes the LLC’s name, the signature of the person authorized by the company to make the filing, an email address, and the date. This form can’t be accepted via email and must either be submitted in person or through mail to the secretary’s office.
4. Notify Tax Agencies and Pay the Remaining Taxes
Wyoming places no requirements on LLCs registered in the state to obtain clearance from the Department of Revenue before their dissolution application can be processed. This is good for business owners since their dissolution process can be completed quickly as they don’t have to wait for tax clearance certificates to arrive.
However, it’s typically recommended that you inform the IRS about the business being shut down. It’s a simple process that involves filing Form 966 with the Internal Revenue Service. It serves as a notification about the dissolution of the LLC.
5. Inform Creditors and Settle Existing Debt
It’s important to inform any known creditors that your business has shut down so that debts, if any, can be settled before the company is dissolved. This will ensure that you don’t have to face any claims from those creditors in the future that the LLC was dissolved on purpose without informing them so that you could evade paying back what was owed to them.
Notify known creditors, including members of the LLC who may also be creditors, to settle any outstanding debts. It will save you from a world of headaches in the future.
6. Wind Up Other Business Affairs
There will also be many other loose ends that you need to tie up during the dissolution process. For example, if your entity had licenses or permits to operate in other states, you’ll want to follow the relevant processes to relinquish those licenses.
If the business has suppliers and customers, you’ll want to notify them about the impending dissolution as well, so that they can make any arrangements they need to on their end and are not caught completely unaware by your business shutting down.
If your business has employees, make sure to give them adequate notice so that they can find employment elsewhere. It wouldn’t be right for them to find out that their employer is shutting down out of the blue. Pay any outstanding wages and dues before closing bank accounts so that you’re not troubled by claims from former employees in the future.
7. Distribute Remaining Assets
Once all these obligations have been taken care of, any debts to known creditors have been paid and there are no outstanding tax liabilities, go ahead and distribute whatever assets that are left over among the members.
These can include cash balances and physical assets. The operating agreement will detail how physical assets have to be sold off. It will also include the share percentages of each member so that they receive precisely what they’re due from the distributions being made.
How Much Does It Cost to Dissolve an LLC in Wyoming?
It costs $60 to dissolve an LLC in Wyoming. This filing fee has to be paid via check or money order to the Wyoming Secretary of State. You’ll need to send the payment along with the Articles of Dissolution for the application to be processed. The processing time is up to 15 business days following the date of receipt in the office.
Should I Dissolve My LLC Myself or Hire an LLC Dissolution Service in Wyoming?
This guide on how to dissolve an LLC in Wyoming has laid out all the steps that you need to follow to dissolve your Wyoming LLC yourself. It’s vital that you follow the steps in the correct order so that the process goes smoothly and you don’t run into any problems in the future.
Even though it may seem simple enough, it’s not unheard of to run into complications, particularly if you have a complex setup. That’s one of the main reasons why most business owners choose to hire an LLC dissolution service in Wyoming.
It provides them with the peace of mind that qualified professionals will be handling the process and that it’s all going to be done properly and compliantly.
Wyoming LLC Dissolution Made Easy With doola
doola’s LLC dissolution service has long been trusted by businesses in Wyoming looking to dissolve their LLCs. We handle the entire process for you from start to finish, ensuring that your LLC is dissolved in compliance with all state regulations.
Our professionals will begin the process by first collecting some basic information about your LLC. This includes the name of the LLC, the effective operation date, etc. The relevant paperwork is then prepared and filed with the Secretary of State. If any additional information or documents are required, we’ll get back to you right away.
Once we hear back from the state that the LLC has been dissolved properly, you’ll be the first to know. Reach out today to experience hassle-free LLC dissolution with doola.
How long does it take to dissolve an LLC in Wyoming?
Once the Articles of Dissolution have been filed, there’s a processing time of 15 business days, after which the Secretary of State will revert with a response. If the filings were made correctly, the dissolution will be approved.
Can I dissolve my LLC without notifying my members in Wyoming?
Consult the operating agreement for your LLC as it may require you to notify members and take a formal vote, provided that your LLC has multiple members. This isn’t necessary for single-member LLCs.
Can I dissolve my LLC if I have pending lawsuits in Wyoming?
While you can dissolve your LLC if you have pending lawsuits in Wyoming, that won’t do anything to prevent those legal actions from continuing. Dissolving the LLC won’t make those lawsuits go away.
Can I cancel my EIN once my LLC is dissolved in Wyoming?
An Employment Identification Number can’t be canceled. The IRS assigns these unique numbers to every single entity and they remain unique to that entity even if it’s dissolved. The EINs are never reassigned or reused for another business entity.
What happens if I don’t properly dissolve my LLC in Wyoming?
If you don’t properly dissolve your LLC in Wyoming, you could potentially be liable for any unpaid debts or taxes of the entity, that’s why it’s so important to ensure that the LLC is dissolved properly and compliantly.
Can I reopen a dissolved LLC in Wyoming?
A dissolved LLC can be reopened in Wyoming by filing new Articles of Organization. The Secretary of State offers an online reinstatement tool that can be used to reopen dissolved LLCs.