Wyoming LLC Operating Agreement Template [PDF]

The Wyoming limited liability company (LLC) operating agreement is a legal document that provides details on each member’s contribution, rights, and responsibilities within the LLC.

The LLC operating agreement, or business operating agreement, records each member’s initial contribution to the company and subsequently defines their share in the company’s profits, as well as other rights and duties, based on that initial contribution.

The document can provide additional provisions if the members decide to manage the company personally.

Is an Operating Agreement Required in Wyoming?

No, the operating agreement is not a required document when registering an LLC in Wyoming.

However, many parties still choose to draft the operating agreement so they can optimize their business operations and avoid unnecessary expenses.

4 Main Types of Operating Agreements

In Wyoming, there are four main types of operating agreements the parties can choose from when establishing an LLC:

Types of Operating Agreements

Single-member LLC operating agreement: Used for LLCs with only one member. It doesn’t include provisions that regulate the mutual relationship between company members.
Multi-member LLC operating agreement: Here, two or more members form the LLC, and the operating agreement regulates business operations and relationships between the members.
Member-managed LLC operating agreement: This type of operating agreement outlines managerial rights and responsibilities for companies where members want to personally manage the company.
Manager-managed LLC operating agreement: Here, the operating agreement defines the rights and duties of professional managers hired by company members to manage the company on a day-to-day basis.

Laws and Legal Requirements for LLC Operating Agreements in Wyoming

Title 17, Chapter 29 of the Wyoming Code, also called the Wyoming Limited Liability Company Act, regulates the status of LLCs in Wyoming.

Moreover, there are several sections of this chapter that regulate the status of operating agreements:

Laws and Legal Requirements

§ 17-29-110 - Operating agreement; scope, function, and limitations.
§ 17-29-111 - Operating agreement; effect on limited liability company and persons becoming members; preformation agreement.
§ 17-29-112 - Operating agreement; effect on third parties; and relationship to records effective on behalf of limited liability company.

How to Form a Limited Liability Company (LLC) in Wyoming

The easiest way to form a limited liability company in Wyoming is by following the steps below:

How to Form a LLC in Wyoming

#1. Choose a Business Name For Your LLC

First, you should choose a business name for your LLC that is distinguishable from other registered business names in Wyoming. Failing to do so can result in your application being rejected.

To make sure your business name is distinguishable, you should visit the Secretary of State website and do a business name search.

#2. Choose the Type of LLC

You can choose between two main types of LLCs based on the place of their establishment:

Domestic LLCs: Companies that are both established and registered in Wyoming
Foreign LLCs: Companies initially established elsewhere but are expanding their business to Wyoming and getting registered there.

#3. Nominate an Agent

Here, you should appoint a person who will be the official point of contact between the LLC and governmental agencies. They will receive official notices and documents on behalf of the LLC.

The agent must be an individual with a registered address in Wyoming or an entity with the authority to operate in Wyoming.

#4. File the Formation Documents

For domestic LLCs, you should submit the Articles of Organization. You can submit them online or by filling out a document in hard copy.

For foreign LLCs, you should submit the Application for Certificate of Authority. Here, you can also complete this step online or fill out the document in hard copy. Foreign LLCs must also submit the initial articles of organization issued by the state of their initial establishment.

#5. Pay the Required Fee

The filing fee is $100. If you are applying online, you will be able to pay using your credit or debit card.

If you are applying via mail, you should fill out the check, attach it to the application documents, and send it to the following address:

Wyoming Secretary of State, 2020 Carey Avenue, Suite 700, Cheyenne, WY 82002

#6. Create your LLC Operating Agreement

After registering your company, you should draft the operating agreement. This document is not required by state law. However, it optimizes the business operations of the company and prevents potential misunderstandings between the members.

#7. Apply For an Employer Identification Number (EIN)

This number will enable you to open a company bank account and hire employees. You can obtain it online or by filling out Form SS-4.