Wyoming — Corporate Income / Franchise Tax

Wyoming does not impose a corporate income tax. The state's corporate income tax rate is 0%, and no corporate income tax revenue has been collected by the state.

This absence of a corporate income tax is anchored in the Wyoming Constitution. Article 15, Section 18, adopted in 1974, provides that "No tax shall be imposed upon income without allowing full credit against such tax liability for all sales, use, and ad valorem taxes paid in the taxable year by the same taxpayer to any taxing authority in Wyoming." In practice, this constitutional requirement to credit all sales, use, and property taxes against any income tax liability has made income taxation economically unworkable in Wyoming, and the legislature has never enacted a corporate income tax statute.

Corporations formed or doing business in Wyoming remain subject to federal corporate income tax and to income or franchise taxes in other states where they have nexus.

Source: Wyo. Const. art. 15, § 18; Wyoming tax structure (Wyo. Legislature, June 2025)

Wyoming imposes an annual license tax on every corporation organized under Wyoming law and every foreign corporation authorized to do business in the state, except banks, insurance companies, and savings and loan associations. The tax is $60 or two-tenths of one mill on the dollar ($0.0002) of the corporation's capital, property, and assets located and employed in Wyoming, whichever is greater. Corporations must file an annual report and pay the tax on or before the first day of their registration anniversary month each year.

Source: Wyo. Stat. § 17-16-1630(a)

A foreign corporation must obtain a certificate of authority from the Secretary of State before transacting business in Wyoming. Once authorized, the foreign corporation becomes subject to the annual license tax under Wyo. Stat. § 17-16-1630. Wyoming law does not define "transacting business" affirmatively but instead lists activities in § 17-16-1501(b) that do NOT constitute transacting business, including maintaining or defending lawsuits, holding board or shareholder meetings, maintaining offices for securities transfers, soliciting orders that require acceptance outside Wyoming, creating debt, securing debts, conducting isolated transactions, and transacting business in interstate commerce.

Source: Wyo. Stat. § 17-16-1501

The Wyoming Secretary of State may administratively dissolve a corporation that fails to deliver its annual report or pay the annual license tax when due. The Secretary of State serves written notice of the grounds for dissolution; if the corporation does not cure the deficiency within sixty days after service of notice, the Secretary administratively dissolves the corporation. A corporation may seek reinstatement within two years of dissolution by filing past-due reports, paying delinquent fees and taxes, and paying a reinstatement certificate fee.

Source: Wyo. Stat. § 17-16-1420; Wyo. Stat. § 17-16-1421; Wyo. Stat. § 17-16-1422

The annual license tax is computed on the corporation's "capital, property and assets located and employed in the state of Wyoming." The Wyoming Secretary of State has published rules that define this phrase and specify how corporations must calculate the asset base.

Starting point: total assets from the balance sheet

Capital, property, and assets means "total assets" from the company's balance sheet, similar to line 15 of Schedule L of IRS Form 1120 or 1120S, for the year most recently ended. The definition expressly excludes the value of the corporation's stock, net worth, or net equity—it is a gross-asset measure, not a net-asset measure.

Three mandatory exceptions for Wyoming-assessed property

Corporations must substitute assessed value for balance-sheet value in three categories of assets:

1. Depreciable assets (line 10 of Schedule L): Use the assessed value for any asset that has an assessed value—typically buildings or improvements subject to Wyoming ad valorem tax as shown on the annual assessment schedule prepared by the county assessor. For depreciable assets with no assessed value, use balance-sheet value less accumulated depreciation. Depreciation may not be deducted from assessed value.

1. Depletable assets (line 11 of Schedule L): For depletable assets such as soda, coal, mineral oil, silver, or gold, use the assessed value of the gross product from the mine or mining claim, as reported on the Wyoming Department of Revenue annual gross products tax return, not the balance-sheet value.

1. Land (line 12 of Schedule L): Use the assessed value, not the balance-sheet value.

"Assessed value" is defined as the taxable value of an asset subject to a Wyoming ad valorem tax under Wyo. Stat. § 39-11-101(a)(i), as shown on the annual assessment schedule prepared by the county assessor.

Multistate corporations: Wyoming assets only

A corporation whose assets are located both in Wyoming and in other states must use balance-sheet values (with the three exceptions above) for assets located in Wyoming only, not its total worldwide or nationwide assets. A corporation whose entire assets are in Wyoming uses the full total-assets figure.

Tax computation

Once the asset base is determined, the tax is $60 or two-tenths of one mill on the dollar ($0.0002) of the asset figure, whichever is greater. In practice, any corporation with Wyoming assets below $300,000 pays the $60 minimum; above that threshold the asset-based calculation applies.

Financial reporting date

Financial information in the annual report must be current as of the end of the corporation's fiscal year immediately preceding the date the annual report is executed on behalf of the corporation.

Confidentiality of the worksheet

The asset calculation worksheet (Appendix 1 to the Secretary of State's rules) is incorporated by reference in the rules and is not a public record under Wyo. Stat. § 16-4-203(d)(v). The worksheet itself is not disclosable to the public, though the figures submitted on the annual report form are public information.

Source: Wyo. Stat. § 17-16-1630(a), (b), (c); Annual Report and License Tax Rules (Wyo. Sec'y of State)

Wyoming corporations must file their annual report and pay the annual license tax on or before the first day of their anniversary month—the month in which the corporation was originally incorporated (for domestic corporations) or obtained its certificate of authority (for foreign corporations). This anniversary-based system means that different corporations have different annual due dates, unlike states that impose a single uniform deadline.

How the anniversary month rule works

If a domestic corporation filed its articles of incorporation on June 15, its annual report is due June 1 of every subsequent year. If a foreign corporation obtained its certificate of authority on October 22, its annual report is due October 1 of every year. The due date is always the first day of the month in which the initial filing occurred, regardless of the day within that month on which the entity was formed or authorized.

To determine the anniversary month for a specific corporation, practitioners should search the Wyoming Secretary of State's business entity database at wyobiz.wyo.gov and locate the "Initial Filing" date in the entity record. That date's month controls.

Early filing permitted

Wyoming permits early filing up to 120 days (approximately four months) before the due date. A corporation whose annual report is due June 1 may file as early as February 1. The online portal tracks which annual periods have been paid and prevents duplicate filings.

No extensions

Wyoming does not grant extensions for annual report filings. The anniversary-month due date is fixed by statute, and there is no mechanism to extend it. Federal income tax extensions (such as IRS Form 7004) do not apply to Wyoming's state annual report requirement.

Delinquency and administrative dissolution timeline

A corporation becomes delinquent on the second day of the month following its due date—so a corporation with a June 1 due date becomes delinquent on July 2 if it has not filed. The Secretary of State then issues a notice of pending dissolution. The corporation has 60 days from the due date to file the overdue report and pay the license tax; if it does not cure the deficiency within that 60-day window, the Secretary of State administratively dissolves the corporation.

Wyoming does not impose a monetary late fee for filing after the due date but before administrative dissolution. The penalty for missing the deadline is the loss of good standing and, if the 60-day cure period expires, administrative dissolution.

Reinstatement after dissolution

A corporation that has been administratively dissolved for failure to file may seek reinstatement within two years of the effective date of dissolution by filing all past-due annual reports, paying all delinquent license taxes, and paying a reinstatement fee.

Foreign corporations use Wyoming qualification date

For foreign corporations authorized to do business in Wyoming, the anniversary month is determined by the date the corporation obtained its Wyoming certificate of authority, not the date it was originally incorporated in its home state.

Source: Wyo. Stat. § 17-16-1630(a); Wyo. Stat. § 17-16-1420; Wyoming Secretary of State FAQ—Business Entities