Changing Sole Proprietorship to LLC in Wyoming
1. File Articles of Organization
The first step in converting a sole proprietorship to an LLC is filing articles of organization. You need to file these documents at the county clerk’s office where your business is located. These forms are free and can be obtained online at www.wyo.gov/countyclerk/. Once you have filed them, you will receive a certificate of formation.
2. Obtain Business License
After you have filed articles of organization, you will need to obtain a business license. A business license is not required if you are operating out of your home; however, if you plan on opening a storefront, then you will need to get a business license. If you do not already own a building, you may want to consider leasing space before applying for a business license.
3. Register DBA Name
Once you have applied for a business license, you will need to register your company name under the fictitious business name (DBA) statute. There, you will find instructions on how to complete the registration process.
4. Pay Fees
You will need to pay fees to operate as an LLC. As mentioned above, you will need to apply for a business license. After you have completed the application process, you will need to pay $50 to renew your business license. In addition, you will need to submit a fee to the secretary of state’s office to register your company name. The amount of this fee varies depending on whether you are registering a trade name or a corporate name.
5. Open Bank Account
In order to open a bank account for your LLC, you will need to contact a local financial institution. Most banks offer services specifically geared toward businesses. However, some banks require that you open an individual checking account prior to opening a business account.
6. Apply for Employer Identification Number
If you are self-employed, you will need to fill out IRS Form SS-8 to apply for an employer identification number. An EIN is necessary to report income taxes and withhold federal payroll tax. You will need to provide proof of identity and address along with copies of your W-2 form and any other relevant documentation.
7. Set Up Direct Deposit
To set up direct deposit, you will need to go to your bank’s website and create an electronic transfer profile. Your paycheck should automatically be deposited into your business account.
How to File an LLC Amendment in Wyoming
If you want to change the name of your limited liability company (LLC), you’ll need to file an amendment with the Secretary of State. You’ll also need to file an amendment to the articles of organization (AO). If you don’t do either one, the amendment won’t become effective.
You’re allowed to make changes to your LLC’s articles of organization and name without filing amendments. However, if you want to make substantive changes to your LLC’s operations, such as changing the members or managers, you’ll need to file amendments.
The process for filing an amendment to your LLC’s articles starts with filling out Form WY-1, “Application For Amended Articles Of Organization.” Once you’ve filled it out, you’ll mail it along with a check payable to the Secretary of State. After the Secretary of State receives the application, he’ll send you a letter indicating whether the amendment is approved.
Once the amendment is approved, you’ll fill out Form WY-2, “Amendment To Articles Of Organization,” and mail it to the Secretary of State along with a check payable for $100. The Secretary of State will review both forms and approve the amendment within 30 days.
After the amendment becomes effective, you’ll receive another letter from the Secretary of State confirming that the amendment took place. Your LLC will now be known by whatever name you changed it to.
Would it be possible to restate the original articles rather than file an amendment?
An amendment is a change to an existing corporate charter. Amendments are required under Delaware law to add or delete directors, officers, or shareholders; amend the capitalization of the corporation; change the address of the registered office; correct errors in the name of the corporation; make changes to the purpose statement; or make other changes to the articles. In some cases, an amendment may be necessary to reflect a merger or acquisition.
A restatement is done via a petition signed by shareholders. Restatements are used to correct mistakes, omissions, misstatements, or inconsistencies in the corporation’s filings. For example, a restatement could be filed to correct a mistake in the number of shares outstanding, or it could be filed to correct an error in the financial statements.
Restating Articles of Organization consolidats all amendments into a single document. This process is known as a restatement. If there are no amendments to the articles of organization, then the articles remain unchanged.
Are there any specifics that an update to a Wyoming LLC cannot contain?
The Wyoming Limited Liability Company Act requires that every Wyoming limited liability company have a written operating agreement. This document sets out how the company operates, including things like the number of members, manager(s), and directors. If you want to make changes to your operating agreement, you need to amend it. But what are those changes allowed to look like? What can and cannot go into an amendment?
In short, you can’t just add a member or manager to the existing operating agreement. Instead, you’ll have to update the operating agreement itself. And you can’t just add new members or managers without updating the operating agreement. In fact, the operating agreement must be updated even if you’re adding a single person to the company.
Let’s take a closer look at what you can and can’t do with an amendment.
How much does a Wyoming Limited Liability Company amendment cost?
The Wyoming Secretary of State provides information about how to amend the articles of organization of a limited liability company (LLC). An LLC amendment must be filed within 90 calendar days after the date of formation of the LLC. The amendment must include the name of each person joining the LLC, the address where the person will reside, and the total amount paid to the state for filing fees. The amendment must be signed and certified by all members of the LLC. A copy of the LLC certificate must accompany the amendment.
How long does it take for a Wyoming Limited Liability Company modification to be processed by the state?
The Wyoming Secretary of State’s Office says that it takes up to 30 days to complete an LLC amendment. If you want to add or delete a member, make sure to include all information needed for the secretary of state to make the necessary corrections.
Can an amendment modify the managers or members of a Wyoming LLC?
Amending the operating agreement does NOT allow you to change the membership or management of the company. If you want to add or delete members or managers, you must amend the operating agreement. This article explains how to do it.
Can the Wyoming registered agent be changed on the amendment?
You want to make sure that you are paying attention to everything that happens in your company. You don’t want to miss anything. So, how do you know whether you missed something? One way to find out is to check the status of your company’s registered agent. If it says that there is no registered agent, then you probably didn’t pay attention.
If you want to change the Wyoming registered agent, you must file an application with the Secretary of State. You can do this online or by mail. There are different types of companies, including corporations, limited liability companies, partnerships, and unincorporated associations. Each type requires a specific filing process. For example, a corporation needs to file Articles of Incorporation, while a partnership needs to file Articles of Organization. An LLC needs to file Articles of Formation. And, an association needs to file Articles of Association.
The Wyoming Secretary of State website has information about each type of entity. Once you determine which type of entity you have, you can read up on the required filings. Then, you can complete the forms and submit them to the Secretary of State. When you finish, you will receive a certificate stating that the registration has been updated. You can use this document to update your operating agreement.
Frequently Asked Questions
Do we need a DBA?
You may think there isn’t much difference between operating as a sole proprietorship and general partnership. In fact, there are some important differences between the two. Here are three reasons why you might want to consider a DBA (doing business as).
1. Branding – If you run a business under your own name, you’ll be able to use your brand name in every communication with your customers and suppliers. However, if you choose to operate as a general partnership, you won’t be able to use your name in communications because it belongs to your partners. This could cause confusion among your customers and potential clients.
2. Privacy – A business operated under a DBA will provide greater privacy for owners and employees. For example, if you start a business under your own full name, anyone looking into your background will find out about your family members, assets, liabilities, and even your home address. If you do business as a limited liability company, however, the information above will remain confidential.
3. Asset Protection – When you form a corporation, you become personally liable for the debts and obligations of the business. If your business fails, creditors can come after your personal property, including real estate, cars, and other items. On the other hand, a general partnership doesn’t protect individual partners from being held responsible for the actions of the business. Instead, each partner takes responsibility for his or her own actions.
What Is a Wyoming Sole Proprietor?
A sole proprietorship is a form of business ownership in which one individual operates the business under his or her own name. This type of business structure is commonly used by individuals operating small businesses, such as retail stores or restaurants. A sole proprietorship does not require incorporation into a separate legal entity. Instead, the owners are personally liable for debts incurred by the business.
The sole proprietorship is not considered to be an LLC, although some states allow LLC members to incorporate themselves as sole proprietorships. In most cases, however, there is no difference between the operation of a sole proprietorship and a partnership.
James Rourke is a business and legal writer. He has written extensively on subjects such as contract law, company law, and intellectual property. His work has been featured in publications such as The Times, The Guardian, and Forbes. When he’s not writing, James enjoys spending time with his family and playing golf.