How to Dissolve an LLC in Wyoming: A Comprehensive Guide

Closing a business is never easy, but it doesn’t have to be confusing. Whether you’re wrapping up after completing your mission or making room for something new, dissolving your Wyoming LLC should be as smooth and stress-free as possible.

At Starcycle, we understand that behind every decision to shut down a business is a story of risk, resilience, and reinvention. If you’re ready to close this chapter, we’re here to help you do it right.

What Does It Mean to Dissolve a Wyoming LLC?

Dissolving your LLC officially ends its legal existence in the state of Wyoming. This means your company can no longer enter into contracts, conduct business, or be held liable in new lawsuits. You’ll also avoid ongoing obligations like annual report fees and registered agent requirements.

Wyoming offers two primary ways to dissolve an LLC:

• Administrative Dissolution: Happens automatically if you stop filing annual reports or fail to maintain a registered agent.
• Formal (Voluntary) Dissolution: Initiated by filing Articles of Dissolution with the Wyoming Secretary of State.

Choosing the right method depends on your business’s needs, liabilities, and whether you plan to reuse the business name in the near future.

Step-by-Step: How to Dissolve a Wyoming LLC

Step 1: Vote to Dissolve the LLC

• Single-member LLC: You can move forward directly without a vote.
• Multi-member LLC: Unless your operating agreement says otherwise, Wyoming law defaults to requiring a unanimous vote to dissolve. Document the decision in meeting minutes.

Make sure your operating agreement reflects or permits this process.

Step 2: Wind Up Business Affairs

Before filing anything with the state, address the internal wrap-up:

• Notify your registered agent.
• Inform customers and clients of your closure.
• Cancel permits and licenses.
• Pay off business debts.
• Close business bank accounts.
• Settle employee compensation and obligations.
• Distribute remaining assets among members as per your agreement.

Step 3: Notify Creditors and Resolve Claims

Wyoming law requires written notification to known creditors. This should include:

• A mailing address for claims
• A submission deadline
• A note that claims received after the deadline may be invalid

While not legally required, publishing a public notice can protect against future claims by starting a 5-year statute of limitations for unknown creditors.

Step 4: Settle Final Taxes

Close out your tax obligations:

• File final state taxes
• Cancel any state sales tax and employer tax accounts
• File final federal taxes. If your LLC is multi-member, this usually includes IRS Form 1065. Single-member LLCs file final returns on Schedule C of Form 1040.

Step 5: File Articles of Dissolution

To formally dissolve your LLC:

• Complete the Articles of Dissolution form (only one page!)
• Include a $60 check payable to the Wyoming Secretary of State
• Mail the form to the address listed on the Secretary’s website

Processing takes about 3–5 days. Once filed, your company will be officially closed.

Important Reminders for Dissolving Your LLC in Wyoming

• and a $250 penalty.
• Name Lockout: Administratively dissolved LLC names are held by the state for two years. Voluntarily dissolved names may be reused sooner.
• Privacy: The dissolution form becomes part of the public record—consider using a professional service if anonymity matters.
• Tax Reporting: If you had employees or collected sales tax, ensure all final returns are filed.

Reviewing the Phases of LLC Dissolution

Ready to Move On With Confidence?

If you’ve made it this far, it means you're on the verge of something new. Dissolving your LLC in Wyoming doesn’t have to be a source of stress—it can be the first step toward your next adventure.

At Starcycle, we help founders like you wind down with clarity and confidence. Our personalized services start at $300 and are tailored to your unique needs—no hidden fees, just support you can count on.