Form a Wyoming Nonprofit Corporation

Forming a Wyoming nonprofit step by step

File the nonprofit articles with the Secretary of State and the $50 fee, appoint a registered agent, adopt bylaws and elect directors and officers. Then apply to the IRS if the organization will seek 501(c)(3) recognition. The state filing does not make the organization tax-exempt.

Each year the nonprofit files an annual report with a $25 fee on the first day of its anniversary month. The report names officers and directors and discloses any compensation, profit or pecuniary advantage paid to them (W.S. 17-19-1630), so plan board pay decisions with that in mind.

Source: wyoleg.gov

If a nonprofit falls behind

Reinstatement for a nonprofit that missed its report is $25 at the state, and $150 if it lost its registered agent. Small volunteer boards often lose track when an officer moves on, so name a designated communications contact who will still be around next year.

Source: sos.wyo.gov

Board and members

A Wyoming nonprofit corporation must have a board of at least three individuals (W.S. 17-19-803), with the exact number set in the articles or bylaws. A nonprofit may have members who elect the directors, or it may have no members and let the board govern itself. Decide that before you file, because it shapes the bylaws and how future boards are chosen.

Write bylaws that cover how directors are elected, how long they serve, how meetings are called and what counts as a quorum. Keep minutes of board decisions, especially any decision about pay or benefits for directors or officers, because the annual report asks about them.

Source: wyoleg.gov

Federal tax exemption is a separate step

Filing nonprofit articles in Wyoming creates the corporation; it does not make it tax-exempt. An organization that wants 501(c)(3) status applies to the IRS, and the IRS looks for articles that limit the organization's purposes and dedicate its assets to exempt purposes if it dissolves. Plan the articles with that application in mind, so you do not have to amend them later for $25.

Get the EIN after the articles are filed. The IRS application and most banks will ask for it.

Source: www.irs.gov

What a Wyoming nonprofit costs

The state charges $50 for the articles and $25 for each annual report. Amendments and dissolution are $25 each, a reinstatement after a missed report is $25, and a reinstatement after losing the registered agent is $150. Our nonprofit service starts at $149, plus $199 a year if you use our registered agent.

Source: sos.wyo.gov