Fillable Series Limited Liability Company Instructions (State of Wyoming)

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Series Limited Liability Company Instructions (State of Wyoming)

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Series Limited Liability Company Instructions
Wyoming Secretary of State
Herschler Building East, Suite 101 122 W 25
th
Street Cheyenne, WY 82002-0020
307.777.7311 Business@wyo.gov
SeriesLLC-CertificateAuthorityInstructions – Revised May 2022
Before Filing Please Note: _________________________________________________________________
The application must be accompanied by an original certificate of existence/good standing, dated
not more than sixty (60) days prior to filing in Wyoming, authenticated by the Secretary of State or
official having custody of corporate records in the state or country of formation.
The name must include the words “Limited Liability Company,” or its abbreviations “LLC,” “L.L.C.,”
“Limited Company,” “LC,” “L.C.,” “Ltd. Liability Company,” “Ltd. Liability Co.,” or “Limited
Liability Co.”
If established, the names of each series must be listed in accordance with Chapter 5 of the Business
Entities Rules.
Under the circumstances specified in W.S. 17-28-104(e), an email address is required.
Filing fee of $150.00 plus $10.00 for each established series. Make check or money order payable to
Wyoming Secretary of State.
Annual reports are due every year on the first day of the anniversary month of formation. If not paid
within 60 days of the due date the entity will be subject to dissolution.
If the limitations on liabilities are not set forth in the Operating Agreement, they must be listed in your
articles.
Processing time is up to 15 business days following the date of receipt in our office.
Please review the form prior to submission. The Secretary of State’s Office is unable to process
incomplete forms.
Ad
ditional Contact Information: ___________________________________________________________
Department of Revenue (Sales and Use Tax Information)
o Ph. 307.777.5200 OR https://revenue.state.wy.us/
Department of Workforce Services (Workers’ Compensation or Unemployment Insurance)
o Ph. 307.777.8650 OR http://www.wyomingworkforce.org/
Internal Revenue Service (Tax ID Information)
o https://www.irs.gov/Filing
For Office Use Only
Wyoming Secretary of State
Herschler Building East, Suite 101
122 W 25th Street
Cheyenne, WY 82002-0020
Ph. 307.777.7311
Email: Business@wyo.gov
FSeriesLLC-CertificateAuthority - Revised June 2021
Foreign Series Limited Liability Company
Application for Certificate of Authority
Pursuant to W.S. 17-16-1533, the undersigned company hereby applies for a Certificate of Authority to transact business
in the state of Wyoming.
1. Name of the limited liability company as organized:
2. Organized under the laws of:
(State or country)
3. Date of organization: (This date must match the date listed on the certificate of existence.)
(Date – m
m/dd/yyyy)
4. Period of duration:
(This is referring to the length of time the limited liability company intends to exist and not the length of time it has been in existence. The most
common term used is “perpetual.”)
5. Mailing address of the limited liability company:
6. Principal office address:
7. Name and physical address of its registered agent:
(The registered agent may be an individual resident in Wyoming or a domestic or foreign business entity authorized to transact business in
Wyoming. The registered agent must have a physical address in Wyoming. If the registered office includes a suite number, it must be
included in the registered office address. A Drop Box is not acceptable. A PO Box is acceptable if listed in addition to a physical address.)
Name:
Address:
(If mail is received at a Post Office Box, please list above in addition to the physical address.)
FSeriesLLC-CertificateAuthority - Revised June 2021
8. The limited liability company accepts the constitution of the state of Wyoming in compliance with the requirement
of Article 10, Section 5 of the Wyoming Constitution.
9. State the date this limited liability company began doing business in Wyoming or the date it will begin to do business
in Wyoming: (Please note that a limited liability company doing business in Wyoming without authority shall be subject to back taxes and
penalties pursuant to W.S. 17-16-1502(d).)
(Date – mm/dd/yyyy)
10. In accordance with 17-29-211(n), the operating agreement of the foreign limited liability company establishes or
provides for the establishment of series having separate rights, powers or duties with respect to specified property or
obligations of the foreign limited liability company or profits and losses associated with specified property of
obligations.
a. Are any of the debts, obligations or other liabilities of any particular series, whether arising in the contract,
tort or otherwise, enforceable against the assets of the particular series only and not against the assets of the
foreign limited liability company generally or any other series thereof? (Please check one)
Yes No
b. Are any of the debts, obligations or other liabilities of the foreign limited liability company generally or any
other series thereof, whether arising in contract, tort or otherwise, enforceable against the assets of the
particular series? (Please check one)
Yes No
FSeriesLLC-CertificateAuthority - Revised June 2021
11. Established series (choose only one option):
Yes, there are series established at this time.
No, there are no series established at this time. (If checked, the names of each series shall be provided in an
amended certificate of authority to the Secretary of State within 30 days of the establishment of the series.)
If the answer to 11 is “Yes,” the names of each series shall be set forth below in accordance with Chapter 5
of the Wyoming Secretary of State Business Entities
Rules: (If additional space is needed, please attach a separate
sheet.)
Signature: ___________________________________________ Date:
(May be executed by a member, manager, or other authorized individual as set (mm/dd/yyyy)
forth in the operating agreement.)
Print Name:
Title:
Contact Person:
Daytime Phone Number:
Email:
(An email address is required. Email(s) provided will receive important
reminders, notices and filing evidence.)
REQUIRED ATTACHMENT TO INCLUDE WITH THE FILING
The application must be accompanied by an original certificate of existence/good standing, dated not more than sixty
(60) days prior to filing in Wyoming, authenticated by the Secretary of State or official having custody of corporate
records in the state or country of formation.
12. Certification. (Please check the box to complete the required certification.)
I consent on behalf of the business entity to accept electronic service of process at the required email address
provided on the form under the circumstances specified in W.S. 17-28-104(e).
Wyoming Secretary of State
Herschler Building East, Suite 101
122 W 25th Street
Cheyenne, WY 82002-0020
Ph. 307.777.7311
Email: Business@wyo.gov
Consent to Appointment by Registered Agent
I, , registered office located at
(name of registered agent)
voluntarily consent to serve
*(registered office physical address, city, state, & zip)
as the registered agent for
(name of business entity)
I hereby certify that I am in compliance with the requirements of W.S. 17-28-101 through W.S. 17-28-111.
Signature:__________________________________________ Date:
(Shall be executed by the registered agent.) (mm/dd/yyyy)
Print Name: Daytime Phone:
Title: Email:
Registered Agent Mailing Address
(if different than above):
(An email address is required. Email(s) provided will receive
important reminders, notices and filing evidence.)
RAConsent – Revised December 2021
IMPORTANT: If you are an existing registered agent and your existing address on record does not match what
is provided on this form, a Registered Agent Information Update form is also required.
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Series Limited Liability Company Instructions (State of Wyoming)

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Completed 29 May 2022

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