Nonprofit Corporation Formation Filing in Wyoming
At a glance
| Governing act and filing office | Wyoming Nonprofit Corporation Act; Secretary of State files articles (Wyo. Stat. §§ 17-19-201, -203) |
|---|---|
| Incorporator and filing document | One or more persons deliver articles identifying each incorporator (Wyo. Stat. §§ 17-19-201, -202(a)(iv)) |
| Name and purpose | Articles state name; lawful activity default, specific purpose optional (Wyo. Stat. §§ 17-19-202(a)(i), (b)(ii), 17-19-301(a)) |
| Member and entity-type statement | Articles choose public benefit, mutual benefit, or religious and say whether corporation has members (Wyo. Stat. § 17-19-202(a)(ii), (v)) |
| Initial directors and selection | First director names/addresses optional; named directors sign articles (Wyo. Stat. § 17-19-202(b)(iii), (c)) |
| Registered office and agent | Articles state initial registered-office street address and agent name; separate signed agent consent accompanies articles (Wyo. Stat. § 17-19-202(a)(iii), (e)) |
| Signatures and agent acceptance | Each incorporator and named director signs; agent manually signs written consent (Wyo. Stat. §§ 17-19-202(c), (e), 17-19-120(g)) |
| Filing fee | $50 for articles (Wyo. Stat. § 17-19-122(a)(i)) |
| When existence begins | Existence on filing unless delayed; delayed date at most 90 days after filing (Wyo. Stat. §§ 17-19-203(a), 17-19-123(b)) |
Requirements one by one
Articles and status
Section 17-19-201 lets one or more persons deliver articles to the Secretary of State. Section 17-19-202(a)(ii) requires an express choice among public benefit, mutual benefit, and religious corporation; paragraph (v) requires an answer about members. Section 17-19-301(a) supplies a lawful-activity purpose unless the articles limit it.
Directors, signatures, and agent
Under § 17-19-202(b)(iii), first director names are optional. If named, those directors must sign with the incorporators under § 17-19-202(c). The agent must manually sign a separate written consent that accompanies the articles under § 17-19-202(e). Section 17-19-120(g) also requires the person executing a filed document to sign manually and state a name and capacity.
Fee and existence
Section 17-19-122(a)(i) charges $50 for the articles. Existence begins when the articles are filed under § 17-19-203(a), unless a later effective date is specified. Section 17-19-123(b) caps the later date at the 90th day after filing.
What trips people up
The articles also must state a dissolution-asset provision under § 17-19-202(a)(vi). A delayed effective date without a time takes effect at the close of business under § 17-19-123(b). Section 17-19-120(j) calls for a matching copy with the filing and fee.
Common questions
Must the articles state a detailed activity? Section 17-19-301(a) provides a general lawful-activity purpose, and § 17-19-202(b)(ii) makes a purpose clause optional.
Can the agent sign only the articles? Section 17-19-202(e) calls for a separate written consent manually signed by the agent.
Statutes and sources
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Wyo. Stat. § 17-19-201: “One (1) or more persons may act as the incorporator or incorporators of a corporation by delivering articles of incorporation to the secretary of state for filing.” Official source (accessed 2026-10-01).
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Wyo. Stat. § 17-19-202(a): “The articles of incorporation shall set forth: (i) A corporate name for the corporation that satisfies the requirements of W.S. 17-19-401; (ii) One (1) of the following statements: (A) This corporation is a public benefit corporation; (B) This corporation is a mutual benefit corporation; (C) This corporation is a religious corporation. (iii) The street address of the corporation's initial registered office and the name of its initial registered agent at that office; (iv) The name and address of each incorporator; (v) Whether or not the corporation will have members; and (vi) Provisions not inconsistent with law regarding the distribution of assets on dissolution.” Official source (accessed 2026-10-01).
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Wyo. Stat. § 17-19-202(b)(ii)–(iii): “The purpose or purposes for which the corporation is organized, which may be, either alone or in combination with other purposes, the transaction of any lawful activity; (iii) The names and addresses of the individuals who are to serve as the initial directors;” Official source (accessed 2026-10-01).
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Wyo. Stat. § 17-19-202(c): “Each incorporator and director named in the articles shall sign the articles.” Official source (accessed 2026-10-01).
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Wyo. Stat. § 17-19-202(e): “The articles of incorporation shall be accompanied by a written consent to appointment manually signed by the registered agent.” Official source (accessed 2026-10-01).
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Wyo. Stat. § 17-19-203(a): “Unless a delayed effective date is specified, the corporate existence begins when the articles of incorporation are filed.” Official source (accessed 2026-10-01).
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Wyo. Stat. § 17-19-120(g): “The person executing a document shall sign it manually and shall state beneath or opposite the signature his name and the capacity in which he signs.” Official source (accessed 2026-10-01).
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Wyo. Stat. § 17-19-120(j): “The document shall be delivered to the office of the secretary of state for filing and shall be accompanied by: (i) One (1) exact or conformed copy (except as provided in W.S. 17-28-103); (ii) The correct filing fee; and (iii) Any past due or currently due franchise tax, license fee, other fee or penalty required by this act or other law.” Official source (accessed 2026-10-01).
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Wyo. Stat. § 17-19-122(a)(i): “The secretary of state shall collect the following fees when the documents described in this subsection are delivered for filing: Document Fee (i) Articles of Incorporation......$50.00” Official source (accessed 2026-10-01).
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Wyo. Stat. § 17-19-123(b): “A document may specify a delayed effective time and date, and if it does so the document becomes effective at the time and date specified. If a delayed effective date but no time is specified, the document is effective at the close of business on that date. A delayed effective date for a document may not be later than the 90th day after the date filed.” Official source (accessed 2026-10-01).
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Wyo. Stat. § 17-19-301(a): “Every corporation incorporated under this act has the purpose of engaging in any lawful activity unless a more limited purpose is set forth in the articles of incorporation.” Official source (accessed 2026-10-01).
Source links
Every statute quoted above, linked, with the date we checked it.
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