A Wyoming LLC can be administratively dissolved or voluntarily closed for many reasons, but reinstating it is often possible if you act within the legal window. Whether your Wyoming LLC was dissolved due to missing a filing, lack of a registered agent, or intentional closure, this guide covers everything you need to know to bring your business back to life.
How a Wyoming LLC Becomes Dissolved
A Wyoming LLC may be dissolved in three common ways:
1. Failure to Maintain a Registered Agent
Wyoming law requires every LLC to maintain a registered agent with a physical address in the state. If your agent resigns or becomes invalid and isn’t replaced, the Secretary of State will dissolve the LLC after giving notice.
2. Failure to File the Annual Report
LLCs must file an annual report and pay the associated fee by the first day of the anniversary month of formation. If not filed, the LLC becomes delinquent, and after 60 days of non-compliance, it will be administratively dissolved.
3. Voluntary Dissolution by the Owner
An owner or manager may file Articles of Dissolution to close the company on purpose. This ends the LLC’s legal existence.
Can You Reinstate a Wyoming LLC?
Whether or not you can reinstate your LLC depends on how it was dissolved.
Dissolution Reason | Reinstatement Possible? | Timeframe to Reinstate | Notes |
---|---|---|---|
No Registered Agent | Yes | Within 2 years | Must appoint a new agent and pay fees |
Missed Annual Report | Yes | Within 2 years | File report and pay all back fees |
Voluntary Dissolution | No | Not reinstatable | Must form a new LLC |
Important: If more than two years have passed since an administrative dissolution, the LLC cannot be reinstated. You’ll need to create a new LLC instead.
Steps to Reinstate a Wyoming LLC
If your LLC is eligible for reinstatement, follow these steps:
Appoint or Update Your Wyoming Registered Agent
Choose a new registered agent if needed and file the change with the state.File the Reinstatement Form
Use the Wyoming Secretary of State’s reinstatement form. It must be submitted by mail with original signatures.Submit All Past Due Annual Reports
Include missed filings and payment for each year the report was skipped.Pay the Reinstatement Fee
- $60 base reinstatement fee
- Plus $2 per page (for additional pages, if any)
- Plus any unpaid annual report fees or late penalties
Wait for Approval
Reinstatement can take 3–10 business days after submission.
Penalties and Fines for Wyoming LLC Reinstatement
Expect to pay:
- $60 reinstatement fee
- Annual report fees ($60 minimum per year)
- Late fees or interest, if applicable
- Possible reinstatement of registered agent fees, depending on provider
There are no criminal penalties, but failing to reinstate may affect your business rights, such as contracts or legal standing.
How to Keep Your Wyoming LLC Open After Reinstatement
Once you’ve reinstated your business, keep it active and compliant by:
- Maintaining a Wyoming registered agent at all times
- Filing your annual report every year before the deadline
- Keeping your business contact information updated
- Setting reminders for filing deadlines and agent renewal
Pro Tip: Choose a reliable Wyoming registered agent who offers compliance tracking and annual report filing reminders.
Why a Wyoming Registered Agent Is Essential
Without a registered agent, your business is not legally able to operate in Wyoming. Your agent:
- Accepts legal and state documents on your behalf
- Ensures you receive compliance notices
- Keeps your business in good standing
A missing or invalid agent causes most dissolutions, so having a dependable one is your first line of defense.
Conclusion
Reinstating a Wyoming LLC is relatively straightforward if the dissolution happened for administrative reasons and you act within the two-year window. If your business was voluntarily dissolved, however, reinstatement isn’t an option, you’ll need to form a new LLC.
Avoid future headaches by using a professional registered agent and filing your annual reports on time. A small investment in compliance today can save you thousands later.
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Frequently Asked Questions
1. Can I reinstate my Wyoming LLC after two years?
No. If more than two years have passed since administrative dissolution, you must form a new LLC.
2. What if my registered agent quit and I didn’t replace them?
Your LLC can be reinstated if it’s within two years. Appoint a new agent and file for reinstatement.
3. Is there a penalty for missing the annual report deadline?
Yes. You’ll need to pay all missed annual report fees, and possibly late fees, before reinstatement.
4. Can I reinstate a voluntarily dissolved LLC?
No. Voluntary dissolution is permanent. You must start a new LLC.
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