Updated August 24, 2026. Quick answer: Wyoming does not administratively dissolve an LLC. It forfeits it and calls the company defunct, and you get two years to revive it either way. But which subsection caught you decides both the price and the paperwork: a registered-agent forfeiture costs a rule-set fee plus a $250 penalty, while a delinquent-fee forfeiture is cured by paying the delinquent fees and nothing else, and only that second route says in terms that the reinstatement relates back.
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Wyoming forfeits, it does not dissolve
The vocabulary matters because it is what you will be searching for on the Secretary of State’s site and reading on the notice. There is no “administrative dissolution” of a Wyoming LLC:
“it shall be deemed to be transacting business within this state without authority and to have forfeited any franchises, rights or privileges acquired under the laws thereof”
W.S. § 17-29-705(a) (Wyoming Statutes, Title 17, read 2026-08-24)
The mechanism is the same in both routes: the Secretary of State sends notice by first class mail or electronically, and “unless compliance is made within sixty (60) days” of it, the company “shall be deemed defunct.” The two-year revival clock starts at that forfeiture, not at the notice.
The two routes, and why the difference is not cosmetic
Subsection (a) is the registered-agent route: the agent resigned, or the company is without an agent or registered office “for any reason.” Subsection (b) is the money route: the company failed to pay the fee required by W.S. 17-29-210 or penalties under W.S. 17-28-109. Same forfeiture, different cure.
| § 17-29-705(a): registered agent | § 17-29-705(b): delinquent fees | |
|---|---|---|
| What triggers it | No registered agent or registered office | Unpaid annual fee or penalties |
| Window | Two years | Two years |
| What you file | “the necessary statement under this act” | (pay the delinquent fees) |
| Fee | Set by Secretary of State rule | The delinquent fees themselves |
| Penalty | $250 | None stated |
| Relates back? | Not stated | Yes, in terms |
The relation-back row is the one worth reading twice. Subsection (b) says it outright:
“When the reinstatement is effective, it relates back to and takes effect as of the effective date deemed defunct pursuant to this subsection and the limited liability company resumes carrying on its business as if it had never been deemed defunct.”
W.S. § 17-29-705(b)
Subsection (a) contains no equivalent sentence. That is an observation about the text, not a ruling about what a Wyoming court would do with a company revived under (a), but if your forfeiture was the registered-agent kind and something legally significant happened during the gap, it is the first thing to raise with a Wyoming lawyer.
The statute will not tell you the fee
“be revived and reinstated, by filing the necessary statement under this act and paying a reinstatement fee established by the secretary of state by rule, together with a penalty of two hundred fifty dollars ($250.00). The reinstatement fee shall not exceed the costs of providing the reinstatement service.”
W.S. § 17-29-705(a)
Two useful things in one sentence. The $250 penalty is fixed in the statute, so it does not drift with a rule change. The fee is not, and it carries a ceiling written into the law: it “shall not exceed the costs of providing the reinstatement service.” Wyoming has capped its own reinstatement fee at cost recovery, which is why you will not find a large number there, and why this page does not print one.
One more line in the same subsection is worth knowing before you panic about the name: “The limited liability company shall retain its registered name during the two (2) year reinstatement period under this section.” Wyoming holds your name for the whole window.
There is no reinstatement section: 17-29-706 is “Reserved”
If you went looking for a Wyoming reinstatement statute and could not find one, you were not doing it wrong. Article 7 of the LLC act runs 17-29-701 through 17-29-708, and the slot where a reinstatement procedure would sit is empty:
| Section | Heading |
|---|---|
| 17-29-705 | Administrative forfeiture of authority and articles of organization |
| 17-29-706 | Reserved |
| 17-29-707 | Appeal from rejection of reinstatement |
| 17-29-708 | Distribution of assets in winding up limited liability company’s activities |
So Wyoming has a section for appealing a rejected reinstatement, and no section for the reinstatement itself: the entire revival rule is a proviso buried in the middle of the forfeiture subsection quoted above. And the appeal section does not stay in the LLC act either: it sends you to W.S. 17-16-1423, which is in the Wyoming Business Corporation Act. Budget the reading time.
What this page does not do
- It does not give you the reinstatement fee. The statute does not set one: it delegates the amount to a Secretary of State rule, so the only authoritative figure is the one that office publishes, and this page will not guess at it.
- It does not tell you which subsection forfeited your LLC. That is on the notice the Secretary of State sent, and the whole $250 difference below turns on it.
- It does not cover the forfeiture grounds in subsection (c), false filings, ignored subpoenas, and the foreign-adversary ownership test, which are a different problem from a missed filing.
- It is not legal advice.
Related: what a Wyoming LLC costs to keep, and what happens when you stop filing annual reports. Other states in this series: Georgia and Oklahoma.
Sources
If the company you actually want in Wyoming is an LLC you already have in another state, reinstating this one may not be the route: Wyoming’s statute calls the mechanism domestication, at Wyo. Stat. § 17-29-1012. See how to move an LLC to Wyoming.
Reinstating so you can move the entity, not keep running it here? See moving an LLC out of Wyoming for the state-of-organization change itself, once the LLC is back in good standing.
Closing a for-profit corporation, not an LLC? See dissolving a corporation in Wyoming for the statute-specific filing, tax-clearance rule and fee.
Reinstating an LLC, not a corporation? See reinstating a corporation in Wyoming for the statute-specific filing, deadline and fee.
Related: Wyoming’s registered agent requirements, including who can serve and what happens if you don’t have one.
Related: Wyoming’s LLC Certificate of Good Standing cost, including who issues it and how fast you can get one.