Wyoming is a good place to incorporate.

In fact, when you think 'limited liability company' you should take

off your hat, pause a while and thank Wyoming. That is because in

1977, Wyoming became the first state to pass legislation authorizing

the creation of a special kind of Wyoming Corporation: The limited

liability company.

This was the first LLC legislation in the entire country. It was not

until 1982 that a further state authorized the LLC, and it took a

further six years, until 1988 to be precise, for the IRS to issue a

ruling that Wyoming LLCs would be taxed as partnerships instead of as

corporations. This ruling encouraged other states to enact similar

statutes, and in less than a decade after the ruling, all states had

followed suit. Wyoming can be very innovative, all things considered.

The state adopted the Wyoming Corporation Act providing a unique set

of rules for people wanting to incorporate in this state. It may yet

be another far-reaching initiative. Although the statute may not be

quite as jealously protective of identities and assets as Nevada, it

definitely is as willing to promote business. So, what does the

Wyoming Corporation have to offer?

Corporate finance officers will always want to hear this: The state

does not impose state income tax on Wyoming-corporations. In addition

to not charging corporate income taxes, it does not levy any

franchise taxes or taxes on corporate shares. When you are organizing

your Wyoming Corporation, your Articles of Incorporation may provide

for an unlimited number of stocks. You do not have to state a par

value though. Once the annual fee for maintaining your Wyoming

Corporation falls due, it will be calculated based on the number of

shares of no par value. For fees on assets, the annual fees are

calculated on the value of corporate assets located within the state

only, and will not include any assets located outside Wyoming.

In terms of governance, the law does not require that a board of

directors be established for Wyoming Corporations with less than

fifty shareholders; in fact, Wyoming Corporations with very few

shareholders are not required to conduct meetings, keep minutes of

shareholders' meetings or maintain any of the documentation and

paperwork you would normally associate with the operations of a board

of directors.

You may wonder if the state provides effective asset protection to

Wyoming corporations. You don't have to submit any stockholder lists

and you don't have to issue any share certificates. Corporations are

never required to disclose the names of shareholders on any share

certificates. Wyoming corporations don't allow bearer shares though.

The law allows nominee shareholders to represent the real owner. This

affords the true or beneficial owner a measure of privacy. Some

investors may still prefer the bulletproof anonymity offered by

bearer shares instead of a nominee structure.

There are instances where the state courts may allow the corporate

veil of Wyoming corporations to be pierced and may hold the officers

and/or shareholders to be personally liable. Generally, the

commingling of, or failure to segregate, company funds and other

assets, as well as fraud and failure to provide adequate

capitalization to the corporation, will initiate such action.

For more information, visit our website at http://www.aaacorpservices.com/Toll Free: (800) 891-5987Outside the US: (307) 635-8700Fax number:(307) 635-1300