Wyoming S Corporation Formation

An S corporation starts life as a corporation and then elects a different tax treatment. The company itself is formed under Wyoming law, and the S election changes how the company’s income is taxed at the federal level. Founders choose this route when they want the structure of a corporation — directors, officers, and shares — combined with pass-through taxation, where company income is generally reported by the shareholders rather than taxed again at the company level.

Forming a Wyoming S corporation is a two-step process: first form the corporation with the Wyoming Secretary of State, then file the S election. Sams Business handles both steps.

Step one: form the Wyoming corporation

The Wyoming Secretary of State charges $100 to file Articles of Incorporation for a domestic profit corporation. That figure comes from the Secretary of State’s Business Division filing fee schedule, effective July 1, 2026. The state filing fee is paid by you at cost, with zero markup, and you see the full total before you pay anything. Sams Business package fees sit on top of the state fee: Basic at $0, Standard at $199, and Premium at $299.

Articles of Incorporation are marked for electronic submission in the fee schedule, so the corporation can be formed through the state’s WyoBiz portal. When a filing is submitted online, the business entity is active immediately. Filings sent by mail are reviewed in the order they are received.

Every Wyoming corporation must continuously maintain a registered agent. The agent may be an individual who is at least 18 years old and resides in Wyoming, or a business entity that is registered and in good standing with the Secretary of State. The agent must have a physical Wyoming address to accept service of process, and must be at the registered office address during normal business hours. Post office boxes, drop boxes, virtual addresses, mail forwarding locations, and UPS or FedEx stores do not qualify as an acceptable registered office address. Every Sams Business formation package includes registered agent service free for the first year, and virtual mail free for the first month.

Step two: elect S treatment

Once the corporation exists, the S election is filed so the company is treated as an S corporation for tax purposes. Standard includes S-corp election filing (Form 2553) where applicable, along with EIN assistance, bylaws, and compliance alerts. Basic covers the corporation filing itself, while Premium adds expedited filing where the state offers it, ready-to-use business contracts, a domain name and business email, and a US business phone number free for the first year.

It is worth understanding the order: the corporation must exist before the election has anything to attach to. Founders sometimes ask whether they can elect first and form later. They cannot. Formation comes first, election second, and keeping the two steps in that order avoids a rejected election and a second round of paperwork.

After formation: the Wyoming annual report

A Wyoming corporation must file an annual report and pay a license tax every year to remain in good standing. The due date is based on the anniversary month of formation: a corporation formed on January 15 has an annual report due on January 1 of each following year. A report may be filed up to 120 days before its due date.

The license tax is $60 or two-tenths of one mill on the dollar ($0.0002) of the company’s assets located and employed in Wyoming, whichever is greater. A corporation with $300,000 or less in Wyoming assets pays the $60 minimum. Reports may be filed online through the Annual Report Wizard, and a payment-processor convenience fee applies to online filing. If the license tax is greater than $500, electronic filing is not permitted.

The Secretary of State sends courtesy email reminders 60, 30, and 10 days before the due date. An entity is treated as delinquent on the second day of the month following its due date, and if the annual report is not filed within 60 days following the due date, the entity will be administratively dissolved. An entity dissolved for failure to file annual reports may apply for reinstatement within two years after the dissolution date. Reinstatement for tax costs $100 for a profit corporation, while reinstatement for having no registered agent costs $250.

Corporations also need a way to keep their leadership record current. To change officers or directors of a profit corporation, an Update of Officers/Directors form may be submitted, but only if an annual report is currently on file. Amendments, dissolutions, and other filings for a profit corporation cost $60 under the fee schedule. A certificate of good standing is available electronically through WyoBiz at no cost, while a certified copy costs $20. Dissolution assistance is a separate service with a custom quote, and it is never part of a formation package.

Sams Business pricing for a Wyoming S corporation

Basic ($0 plus the state fee) covers the corporation filing and state registration, with registered agent service free for the first year and virtual mail free for the first month. Standard ($199 plus the state fee) adds EIN assistance, bylaws, S-corp election filing where applicable, and compliance alerts. Premium ($299 plus the state fee) adds expedited filing where the state offers it, ready-to-use business contracts, a domain name and business email, and a US business phone number free for the first year. Start from the contact page to begin a Wyoming S corporation filing.

Related Wyoming pages

Sams Business is an independent private service and is not affiliated with any government agency, including the Wyoming Secretary of State’s office.

Not legal or tax advice.