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  1. Wyoming Single-Member LLC: The Complete 2026 Guide

Wyoming Single-Member LLC: The Complete 2026 Guide

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Table of Contents

    Key Takeaways

    • Wyoming extends charging-order-as-exclusive-remedy protection to single-member LLCs the same as multi-member LLCs — Wyo. Stat. Ann. § 17-29-503(g)
    • Wyoming does not legally require a written operating agreement, but you should have one anyway
    • Wyoming's charging-order statute is the strongest in the country, but that protects you from a member's personal creditors — it says nothing about a court disregarding the LLC entirely if the company itself is a sham. In GreenHunter Energy, Inc. v. Western Ecosystems Technology, Inc., 2014 WY 144, 337 P.3d 454 (Wyo. 2014), the Wyoming Supreme Court pierced the veil of a single-member LLC that was purposely undercapitalized, shared overlapping ownership and management with its sole member, filed as a disregarded entity for tax purposes, and was used to let the member "achieve rewards without risks." The lesson: even Wyoming has limits — charging-order exclusivity is not a substitute for adequately capitalizing your LLC and respecting the separation between yourself and the company.
    • Wyoming has no personal income tax of any kind and no corporate income tax, so a single-member LLC owner owes no state-level income tax on the LLC's pass-through profit — only federal income tax and federal self-employment tax apply.
    • Yes — and this is the single most important statute in this entire 50-state guide. Wyo. Stat. Ann. § 17-29-503(g) is the cleanest, most explicit statutory single-member-LLC-inclusion language of any state: it extends charging-order exclusivity "regardless of the number of members," naming sole members directly rather than leaving the question to silence or judicial interpretation the way nearly every other state's statute does. This is the provision that makes Wyoming the flagship state for single-member LLC asset protection nationally.
    • Same-day single-member LLC formation and a solo-owner operating agreement available through LLC Attorney, at no markup on state fees

    A single-member LLC is the most common way solo owners in Wyoming structure their business — and Wyoming is the flagship state for doing it, since its charging-order statute names sole members directly instead of leaving the question to silence or unfavorable case law like many other states.

    This guide covers exactly how a Wyoming single-member LLC works in 2026 — the § 17-29-503(g) charging-order advantage, the GreenHunter piercing caveat worth understanding, Wyoming's dual close-LLC/series-LLC availability, and how the LLC is taxed.

    YesCharging order exclusivity for SMLLCs
    NoWritten operating agreement required
    $60+Annual license tax (minimum)
    StandardAlter-ego / piercing risk

    What Is a Wyoming Single-Member LLC?

    A single-member LLC (SMLLC) is a limited liability company with exactly one owner. It's formed the same way as any other Wyoming LLC — same Articles of Organization, same registered agent requirement — the only difference is ownership structure. By default, the IRS treats a single-member LLC as a "disregarded entity," meaning its income passes through to the owner's personal tax return rather than being taxed at the entity level.

    Does Wyoming Protect Single-Member LLCs From Charging Orders?

    A charging order limits a creditor of an LLC member (a personal creditor, not a business creditor) to collecting distributions from that member's interest — rather than letting the creditor seize LLC assets outright or force a sale. Many states extend this protection to multi-member LLCs without question, but treat single-member LLCs differently since there's no other member to protect from an unwanted co-owner.

    Yes — and Wyoming is the strongest single-member LLC charging-order state in the country. Wyo. Stat. Ann. § 17-29-503(g) states that the charging order is the exclusive remedy against an LLC member's interest "regardless of the number of members" of the LLC. That phrase is doing real work: Wyoming doesn't just fail to distinguish single- from multi-member LLCs the way most states do by silence — it affirmatively names sole members in the statute and removes any foreclosure exception entirely. There is no "reasonable time" showing that lets a creditor force a foreclosure sale of a sole member's interest, unlike Utah, Vermont, or Wisconsin's newer statutes. Wyoming was the first state to close this gap by statute, and remains the cleanest version of it.

    Do I Need an Operating Agreement for My Wyoming SMLLC?

    No. Wyoming does not require a written operating agreement for an LLC of any size — Wyo. Stat. § 17-29-102(a)(xiv) and § 17-29-110 define an operating agreement as oral, in a record, implied, or any combination. A written one is still the right move for a solo owner, since it's your clearest evidence the LLC is a real, separately-run entity if anyone ever tries to argue otherwise.

    A Wyoming operating agreement can name a successor member and include transfer-on-death language, letting your LLC interest pass to an heir without going through Wyoming probate — inexpensive insurance on top of an already strong asset-protection structure.

    Is a Wyoming Single-Member LLC Easier to Pierce?

    Courts everywhere apply the corporate veil doctrine to LLCs, but with only one member, there's no second owner's independent conduct to point to as evidence the company is a genuinely separate entity — which is why single-member LLCs face more practical scrutiny than multi-member LLCs even where the legal test is identical on paper.

    Wyoming's charging-order statute is the strongest in the country, but that protects you from a member's personal creditors — it says nothing about a court disregarding the LLC entirely if the company itself is a sham. In GreenHunter Energy, Inc. v. Western Ecosystems Technology, Inc., 2014 WY 144, 337 P.3d 454 (Wyo. 2014), the Wyoming Supreme Court pierced the veil of a single-member LLC that was purposely undercapitalized, shared overlapping ownership and management with its sole member, filed as a disregarded entity for tax purposes, and was used to let the member "achieve rewards without risks." The lesson: even Wyoming has limits — charging-order exclusivity is not a substitute for adequately capitalizing your LLC and respecting the separation between yourself and the company.

    Formalities to maintain: keep a dedicated business bank account and never commingle personal and LLC funds, sign every contract and check in the LLC's name (not your own), maintain a written operating agreement even though it isn't required, adequately capitalize the LLC for the actual risks of the business it runs (GreenHunter's core failure), and keep basic records of major decisions and distributions.

    Should I Form a Wyoming Close LLC?

    Yes — Wyoming offers a distinct statutory "Close Limited Liability Company" designation under the Wyoming Close Limited Liability Company Supplement, Title 17, Chapter 25 (§§ 17-25-101 et seq.), separate from the standard LLC Act. A Wyoming close LLC adds restrictions built for a small, tightly-held ownership group — for example, § 17-25-107 requires unanimous consent (or the terms of the operating agreement) for a member to withdraw, and § 17-25-108 requires unanimous written agreement to dissolve. For a single-member owner, the close LLC designation is optional rather than necessary, but it signals a formal, closely-held structure that can matter if you plan to add family members or a succession plan later.

    Can a Wyoming Single-Member LLC Use a Series Structure?

    Yes. Wyoming authorizes series LLCs under W.S. § 17-29-1102 et seq. (Article 11), letting a single parent LLC create internally-segregated series, each shielded from the others' debts and liabilities under one formation filing. Wyoming is one of only a handful of states that offers both a series LLC and a distinct close LLC designation — for a single-member owner running multiple properties or ventures, a Wyoming series LLC can wall off each line's liability without filing and maintaining a separate LLC for each one.

    Does Wyoming Have a Law Written Specifically for Single-Member LLCs?

    Yes — and this is the single most important statute in this entire 50-state guide. Wyo. Stat. Ann. § 17-29-503(g) is the cleanest, most explicit statutory single-member-LLC-inclusion language of any state: it extends charging-order exclusivity "regardless of the number of members," naming sole members directly rather than leaving the question to silence or judicial interpretation the way nearly every other state's statute does. This is the provision that makes Wyoming the flagship state for single-member LLC asset protection nationally.

    How Is a Wyoming Single-Member LLC Taxed?

    By default, the IRS disregards a single-member LLC for federal tax purposes — you report business income on Schedule C of your personal return, and you'll owe self-employment tax (Social Security and Medicare) on net earnings. You can elect corporate taxation instead by filing Form 8832 (C-corp) or Form 2553 (S-corp) if that fits your situation better — but unlike a multi-member LLC, a single-member LLC can never elect partnership taxation, since that requires more than one owner.

    Wyoming has no personal income tax of any kind and no corporate income tax, so a single-member LLC owner owes no state-level income tax on the LLC's pass-through profit — only federal income tax and federal self-employment tax apply.

    Wyoming LLCs owe an annual license tax equal to the greater of $60 or two-tenths of one mill ($0.0002) per dollar of the LLC's Wyoming-based assets, due with the annual report on the first day of the LLC's organization-anniversary month. For most small single-member LLCs this lands right at the $60 minimum — one of the lowest entity-level fees of any state in this guide, and it applies whether or not the LLC turned a profit.

    Does My Wyoming SMLLC Need an EIN?

    Technically, a single-member LLC with no employees can use the owner's SSN for federal tax filing purposes. In practice, get an EIN anyway (it's free and instant from the IRS) — nearly every bank, including Wyoming's registered-agent-friendly banks used by out-of-state owners, requires one to open a business account, and using an EIN instead of your SSN keeps your personal information off business paperwork.

    How to Set Up Your Wyoming Single-Member LLC

    If You Do It Yourself

    Step 1 — File your Articles of Organization.

    Form your LLC the same way any other Wyoming LLC is formed — the state doesn't use a different form or process for single-member LLCs.

    Step 2 — Appoint a registered agent.

    Wyoming calls this role a "Registered Agent" — you can serve as your own if you have a physical in-state address, or use a commercial service for privacy and reliability.

    Step 3 — Draft an operating agreement built for a solo owner.

    No. Wyoming does not require a written operating agreement for an LLC of any size — Wyo. Stat. § 17-29-102(a)(xiv) and § 17-29-110 define an operating agreement as oral, in a record, implied, or any combination. A written one is still the right move for a solo owner, since it's your clearest evidence the LLC is a real, separately-run entity if anyone ever tries to argue otherwise. A Wyoming operating agreement can name a successor member and include transfer-on-death language, letting your LLC interest pass to an heir without going through Wyoming probate — inexpensive insurance on top of an already strong asset-protection structure.

    Step 4 — Understand your charging-order exposure.

    Yes — and Wyoming is the strongest single-member LLC charging-order state in the country. Wyo. Stat. Ann. § 17-29-503(g) states that the charging order is the exclusive remedy against an LLC member's interest "regardless of the number of members" of the LLC. That phrase is doing real work: Wyoming doesn't just fail to distinguish single- from multi-member LLCs the way most states do by silence — it affirmatively names sole members in the statute and removes any foreclosure exception entirely. There is no "reasonable time" showing that lets a creditor force a foreclosure sale of a sole member's interest, unlike Utah, Vermont, or Wisconsin's newer statutes. Wyoming was the first state to close this gap by statute, and remains the cleanest version of it.

    Step 5 — Maintain formalities to avoid alter-ego risk.

    keep a dedicated business bank account and never commingle personal and LLC funds, sign every contract and check in the LLC's name (not your own), maintain a written operating agreement even though it isn't required, adequately capitalize the LLC for the actual risks of the business it runs (GreenHunter's core failure), and keep basic records of major decisions and distributions.

    Step 6 — Get an EIN and open a business bank account.

    Technically, a single-member LLC with no employees can use the owner's SSN for federal tax filing purposes. In practice, get an EIN anyway (it's free and instant from the IRS) — nearly every bank, including Wyoming's registered-agent-friendly banks used by out-of-state owners, requires one to open a business account, and using an EIN instead of your SSN keeps your personal information off business paperwork.

    Step 7 — Handle ongoing state compliance.

    Wyoming LLCs owe an annual license tax equal to the greater of $60 or two-tenths of one mill ($0.0002) per dollar of the LLC's Wyoming-based assets, due with the annual report on the first day of the LLC's organization-anniversary month. For most small single-member LLCs this lands right at the $60 minimum — one of the lowest entity-level fees of any state in this guide, and it applies whether or not the LLC turned a profit. Wyoming has no personal income tax of any kind and no corporate income tax, so a single-member LLC owner owes no state-level income tax on the LLC's pass-through profit — only federal income tax and federal self-employment tax apply.

    Step 8 — Watch for Wyoming-specific SMLLC traps.

    The most common mistake with a Wyoming single-member LLC is treating § 17-29-503(g)'s charging-order strength as a blanket shield against everything. It isn't — GreenHunter Energy v. Western Ecosystems Technology shows the Wyoming Supreme Court will still pierce an undercapitalized, commingled, sham single-member LLC. Wyoming's statute is the best in the country at protecting your LLC interest from your personal creditors; it doesn't excuse skipping basic formalities or adequate capitalization for the business the LLC actually runs.

    Ready to Launch Your Business in Wyoming?Follow our fast, easy process to get started right now.Start My Business

    If LLC Attorney Does It for You

    1. Submit your business details at llcattorney.com — LLC name, registered agent, and ownership information.
    2. LLC Attorney forms your Wyoming single-member LLC and drafts a solo-owner operating agreement, including transfer-on-death provisions to keep your business out of probate.
    3. Receive your finished formation documents, EIN, and operating agreement, plus access to flat-fee attorney consultations (no retainer) for asset-protection questions as your business grows.

    When Should You Talk to an Attorney About Your Wyoming Single-Member LLC?

    Talk to an attorney before finalizing your Wyoming single-member LLC's structure if you're deciding between a standard LLC, a close LLC designation, or a series structure for multiple properties or business lines, if you want to confirm your capitalization and formalities are solid enough to avoid a GreenHunter-style piercing argument, or if you're an out-of-state owner trying to understand how Wyoming's asset-protection strength interacts with your home state's laws.

    Is Wyoming a State Where SMLLC Asset Protection Matters More?

    Wyoming earns its reputation as the strongest single-member LLC state in the country — § 17-29-503(g)'s "regardless of the number of members" language, no foreclosure exception, and the rare dual availability of both a close LLC designation and a series LLC structure are not marketing claims, they're statutory facts other states simply don't match. The one nuance worth understanding clearly is GreenHunter: charging-order exclusivity protects you from a member's personal creditors, but it doesn't protect an undercapitalized, poorly-run LLC from being pierced if the company itself is sued directly.

    What You Actually Get With LLC Attorney's Wyoming SMLLC Formation

    The part of forming a Wyoming single-member LLC that generic templates miss is GreenHunter — most formation services sell Wyoming's charging-order strength without mentioning that the same court that upholds it will still pierce an undercapitalized, sham single-member LLC. LLC Attorney builds your operating agreement and formalities checklist around that reality from the start.

    • Single-member LLC formation in Wyoming, starting at $0 + state fees.
    • Solo-owner operating agreement with transfer-on-death provisions, starting at $49.
    • Charging-order, alter-ego, and tax considerations addressed for your specific state — not a generic multi-state template.
    • Access to professionally trained Business Success Advisors at no charge, plus flat-fee attorney consultations (no retainer) for asset-protection questions.

    Wyoming gives single-member LLC owners the strongest charging-order protection in the country — LLC Attorney makes sure your formation and operating agreement are built to actually hold up if that protection is ever tested.

    Ready to Form Your Wyoming Single-Member LLC?

    LLC Attorney forms single-member LLCs in Wyoming and drafts an operating agreement built for a solo owner, starting at $0 + state fees. See our full pricing for all service tiers.

    Ready to Launch Your Business in Wyoming?Follow our fast, easy process to get started right now.Start My Wyoming Single-Member LLC

    Frequently Asked Questions

    Yes, and Wyoming is the strongest state in the country on this point. Wyo. Stat. Ann. § 17-29-503(g) makes the charging order the exclusive remedy against an LLC member's interest "regardless of the number of members" — naming sole members directly, with no foreclosure exception at all, unlike Utah, Vermont, or Wisconsin's newer statutes.

    No, Wyoming does not legally require a written operating agreement for a single-member LLC. It's still worth having one — it's your clearest evidence the LLC is a genuinely separate, well-run entity, which matters given the GreenHunter piercing case discussed above.

    Wyoming's charging-order statute is the strongest in the country, but that only protects you from a member's personal creditors. In GreenHunter Energy, Inc. v. Western Ecosystems Technology, Inc., 2014 WY 144 (Wyo. 2014), the Wyoming Supreme Court pierced a single-member LLC's veil because it was purposely undercapitalized and commingled with its sole member. Keep clean formalities and adequate capitalization regardless of how strong the charging-order statute is.

    Yes — Wyo. Stat. Ann. § 17-29-503(g) is written specifically to extend charging-order exclusivity to single-member LLCs "regardless of the number of members," the most explicit sole-member statutory language of any state in the country.

    No. Partnership taxation requires at least two members. A Wyoming single-member LLC can only be taxed as a disregarded entity (the default), or elect C-corp or S-corp taxation instead — and since Wyoming has no state income tax, that election is purely a federal-tax decision here.

    Technically optional if the LLC has no employees (you can use your SSN instead), but get one anyway — it's free from the IRS, nearly every bank requires it to open a business account, and it keeps your SSN off business paperwork.

    Yes. Your operating agreement can name a successor member and include transfer-on-death language, letting your LLC interest pass to an heir outside of Wyoming's probate process — worth including even though Wyoming doesn't require the operating agreement itself.

    Generally no — this is one state where adding a nominal second member specifically for charging-order protection isn't necessary, since § 17-29-503(g) already extends full exclusivity to sole members. Some owners still add a second member (often a spouse or trust) for estate-planning or governance reasons, but not to close a charging-order gap the way Florida or Olmstead-affected owners might.

    Yes. LLC Attorney forms single-member LLCs in Wyoming, including a solo-owner operating agreement, starting at $0 + state fees.

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