Massachusetts Foreign Registration / Wyoming LLCs
Bringing a Wyoming LLC into Massachusetts
Year one costs a Wyoming LLC about $1,060 to be in Massachusetts: $60 to Wyoming for its yearly minimum, then $500 to register here and $500 for the first report. The online Wyoming certificate is priced at $0. Nearly all the money goes to Massachusetts.
Two states compared
| Point | Wyoming | Massachusetts |
|---|---|---|
| Yearly charge | $60 minimum | $500 report |
| Home proof | $0 online | Under 90 days old |
| Registration | Already formed | $500 |
| Agent | Already on file in Wyoming | A second one, in Massachusetts |
The Wyoming certificate
Wyoming issues the certificate online with a fee of $0. Massachusetts needs a certificate of legal existence or good standing under 90 days old when the application is filed, so download it while the application is being finished and attach it at once.
Wyoming must show good standing
A certificate shows whatever Wyoming's records say on the day it is produced. Where the $60 minimum is unpaid, clear it before pulling the certificate, so the document reads the way the Division expects.
Wyoming facts on the application
Use the Wyoming name with its ending, Wyoming as the jurisdiction, and the formation date on the certificate. The principal office is wherever the LLC is run. The application also asks for the address of a Massachusetts office if there is one.
A Massachusetts agent of its own
The Wyoming agent has a Wyoming office. For Massachusetts you need a resident agent with a business office here that matches the registered office, and the written consent travels with the application.
The year in dollars
Put together, $60 for Wyoming, $500 for registering and $500 for the first report come to $1,060. The Wyoming certificate itself adds $0. Our fee, an expedite fee and an outside agent cost extra.
Year one in numbers
| Line | Amount |
|---|---|
| Wyoming annual minimum | $60 |
| Massachusetts registration | $500 |
| First Massachusetts annual report | $500 |
| Wyoming online certificate | $0 |
| Total | $1,060 |
Keeping two calendars
Massachusetts wants its report on or before the anniversary of registration here. Record both dates once Massachusetts approves the application.
Holding companies and online sellers
The Massachusetts test does not care about the home state: owning or leasing real estate here counts as transacting business, while interstate commerce does not. An online seller with no Massachusetts property and no labor here may fall outside the statute. See the page on transacting business.
Example: an online shop with a Springfield warehouse
A Wyoming LLC selling kitchenware online leases a warehouse in Springfield and hires two packers. Leasing real estate and doing labor here both count, so it registers. It checks Wyoming standing, downloads the certificate, signs up a Springfield company as agent, and files with $500 within ten days of the first shift.
From Wyoming to a Massachusetts registration
Look at Wyoming standing
Clear Wyoming's $60 minimum, if unpaid.
Fix the Massachusetts start date
The ten days run from it.
Secure the agent and consent
A Massachusetts office, in writing.
Download the certificate
The online fee is $0.
Complete, swear and file
$500 to the Corporations Division.
Delaware instead?
For a Delaware LLC the Massachusetts amounts are identical and the home bill is heavier. The Delaware page has the numbers.
The ten days and the Wyoming paperwork
Start the Massachusetts agent's written consent and the sworn signature on the first day of work, and the application can go in well within the ten days.
Paying for the Wyoming minimum
The $60 minimum is due to Wyoming each year regardless of what happens in Massachusetts. If the LLC withdraws from Massachusetts, Wyoming's charge continues. If the LLC is closed down at home, the Massachusetts registration should be withdrawn first.
If the LLC has no Massachusetts office
The application asks for the address of the LLC's principal office in Massachusetts, if there is one. A Wyoming online seller with a Springfield warehouse has one. A Wyoming consulting LLC whose staff work from homes in several states might not. Leave that item out if it does not apply, and explain it to us when you order.
If the Wyoming facts change
When the Wyoming name, managers or business change, the Massachusetts application is amended for $100. A change of agent or office filed on paper costs $25, or nothing if filed electronically. Withdrawing from Massachusetts costs $100.
Year two
The second year is the year the repeating bill becomes visible. Wyoming asks again for its minimum, and Massachusetts asks for $500 on the anniversary of registration. Together that is the $500 report plus the $60 minimum, for a year in which the LLC filed nothing new.
Wyoming-to-Massachusetts questions
Does Massachusetts accept the online Wyoming certificate?
It asks for a certificate of legal existence or good standing under ninety days old, which a current one states.
Can my Wyoming agent serve here?
Only if it also meets the Massachusetts agent rules.
Is there a charge for the Wyoming certificate?
Online it is $0.
Our fee and the Commonwealth's
Start my Massachusetts registration
$199
+ $500 state fee
The Commonwealth's $500 is itemized on its own when you pay. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
- The foreign LLC application for registration, completed from your answers
- The certificate from your home state, checked against the ninety-day limit before anything is sent
- A Massachusetts resident agent: ours, or one you already use
- Filing with the Corporations Division and the record sent back to you
- Renewal: after the first year, the agent service renews at $149 a year
Sources
- Massachusetts 950 CMR 112.29, LLC fees
- Massachusetts Corporations Division, filing fees
- Wyoming Secretary of State, Business Division fee schedule
- Massachusetts Corporations Division, fee schedule
- G.L. c. 156C, 48, registration of a foreign LLC
- G.L. c. 156D, 15.07, registered office and agent of a foreign corporation
- G.L. c. 156C, 51, resident agent of a foreign LLC
- Massachusetts G.L. c. 156D, section 15.01, authority required
Working in Massachusetts?
Tell us when work starts and we prepare your application.