Registering a Wyoming LLC in a state you invest In

Registering a Wyoming LLC in a state you invest In

Member since 2024 · 6 posts · 9 votes

Hello Real Estate Investors!

I have a question regarding registering llc’s as foreign entities in the state you are conducting business in.

For example, Is it necessary to register the llc in the state that I am conducting business in (say Texas) when the llc was created in another state (say Wyoming)?

There seem to be hefty fees associated with that. Some fees are one time, others are one time + annual

Wondering if I would have to do that with every llc i would create in Wyoming and operate in other states?

Is the anonymity and the additional asset protection worth the hassle? Should I just create the llc in the state I am investing in?

Thank you in advance for your advice!

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Investor · Corpus Christi, TX · Member since 2012 · 2k+ posts · 1k+ votes
2y

You wouldn't register a Wyoming LLC in Texas, you're creating an LLC in Texas that is owned by the Wyoming LLC. You must also understand how to "run" and LLC in order to get any benefits from it should you be sued. Getting with an asset protection attorney is your best bet. Depending on your investment strategy / goals, there may be other options rather than creating multiple LLC's. But insurance companies have one goal in mind...accept policy premiums and pay out as little and as infrequently as possible. All the insurance in the world is of little help if you have to sue the insurer to pay a covered claim. Ask me how I know.

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  • Bjorn AhlbladPro Member
    Investor · Shelton, WA · Member since 2017 · 6k+ posts · 6k+ votes
    2y

    Just make sure you can evict in the jurisdiction where your investment is located. I prefer to rely on insurance for asset protection. Anonymity protection is way overrated, anyone with an internet connection and average intelligence can ID you in a NY minute!

  • Sean O'KeefePro Member
    CPA | Accepting new clients | 50 States · Member since 2022 · 1k+ posts · 871 votes
    2y

    @Sainath Muntha Yes, this is why creating complex entity structures like this is cumbersome and expensive to maintain. 

    Only add this complexity if it is necessary. 

  • Investor · Corpus Christi, TX · Member since 2012 · 2k+ posts · 1k+ votes
    2y

    You wouldn't register a Wyoming LLC in Texas, you're creating an LLC in Texas that is owned by the Wyoming LLC. You must also understand how to "run" and LLC in order to get any benefits from it should you be sued. Getting with an asset protection attorney is your best bet. Depending on your investment strategy / goals, there may be other options rather than creating multiple LLC's. But insurance companies have one goal in mind...accept policy premiums and pay out as little and as infrequently as possible. All the insurance in the world is of little help if you have to sue the insurer to pay a covered claim. Ask me how I know.

  • V.G JasonPro Member
    Investor · Member since 2022 · 3k+ posts · 3k+ votes
    2y
    Quote from @Guy Gimenez:

    You wouldn't register a Wyoming LLC in Texas, you're creating an LLC in Texas that is owned by the Wyoming LLC. You must also understand how to "run" and LLC in order to get any benefits from it should you be sued. Getting with an asset protection attorney is your best bet. Depending on your investment strategy / goals, there may be other options rather than creating multiple LLC's. But insurance companies have one goal in mind...accept policy premiums and pay out as little and as infrequently as possible. All the insurance in the world is of little help if you have to sue the insurer to pay a covered claim. Ask me how I know.


     And people love to say insurance should cover anything. Their entire business model is to charge premiums and play hard to ever pay out on the fat tails. Good luck, you'll need to hire an adjustor, lawyer, etc., when those black swan events show up derailing your house in a weather issue.

    Guy is right, talk to an attorney if you need to really do this. And I think anyone investing should, especially with assets like this. Asset protection is key, it's not worth getting an asset if you can't protect it. And yes, LLCs do help ask how I know too. Literally just apart of an ordeal where they were saved by the way they have things structured-- and not cause it went to court, it's because it couldn't really get there due to it.

  • Member since 2024 · 45 posts · 16 votes
    2y

    I have a wyoming LLC. I will be buying and selling properties in 25 states. I don't see a need to incorporate in more than one state. This is a better question for a lawyer or accountant :)I use cloud peak law in Sheridan for all my LLC work.

  • V.G JasonPro Member
    Investor · Member since 2022 · 3k+ posts · 3k+ votes
    2y
    Quote from @Kenneth Germann:

    I have a wyoming LLC. I will be buying and selling properties in 25 states. I don't see a need to incorporate in more than one state. This is a better question for a lawyer or accountant :)I use cloud peak law in Sheridan for all my LLC work.


    The lawyer will tell you, you need to have an LLC in the state you're operating in or register the WY as a foreign one. So if you're operating in 25 states, you'll need 25 LLCs and the parent LLC can be the WY one.

  • Member since 2024 · 45 posts · 16 votes
    2y
    Quote from @V.G Jason:
    Quote from @Kenneth Germann:

    I have a wyoming LLC. I will be buying and selling properties in 25 states. I don't see a need to incorporate in more than one state. This is a better question for a lawyer or accountant :)I use cloud peak law in Sheridan for all my LLC work.


    The lawyer will tell you, you need to have an LLC in the state you're operating in or register the WY as a foreign one. So if you're operating in 25 states, you'll need 25 LLCs and the parent LLC can be the WY one.

    If I need to register as a foreign entity, that is fine. Its only about $70 or so to register your LLC with other states. I will consult with my attorney on Monday.

  • Stuart UdisPro Member
    Attorney · Philadelphia · Member since 2018 · 2k+ posts · 3k+ votes
    2y

    Form an LLC in the state in which the properties are being purchased. You are no more protected with an LLC formed in Wyoming. Keep in mind the Corporate Transparency Act trumps any privacy protections you might believe you are receiving by creating a Wyoming LLC. If you are truly concerned with asset protection, take a look at some of my past forum posts or reach out to me directly. Asset protection is important, but there is a far more cost effective and practical way to approach this subject.

  • Ronald RohdePro Member
    Attorney · Dallas, TX · Member since 2016 · 5k+ posts · 2k+ votes
    2y
    Quote from @Kenneth Germann:
    Quote from @V.G Jason:
    Quote from @Kenneth Germann:

    I have a wyoming LLC. I will be buying and selling properties in 25 states. I don't see a need to incorporate in more than one state. This is a better question for a lawyer or accountant :)I use cloud peak law in Sheridan for all my LLC work.


    The lawyer will tell you, you need to have an LLC in the state you're operating in or register the WY as a foreign one. So if you're operating in 25 states, you'll need 25 LLCs and the parent LLC can be the WY one.

    If I need to register as a foreign entity, that is fine. Its only about $70 or so to register your LLC with other states. I will consult with my attorney on Monday.


     Thats not the case in most states, the foreign registration is equal to or exceeds the cost to file a domestic entity.

  • Member since 2024 · 45 posts · 16 votes
    2y

    i don't see the reason why I need to have 25 LLCs. I am working with my lawyers on this issue.

  • Member since 2024 · 45 posts · 16 votes
    2y
    Quote from @Kenneth Germann:

    i don't see the reason why I need to have 25 LLCs. I am working with my lawyers on this issue.


     I am not going to pay 25*600 to file taxes for each entity :)

  • Member since 2024 · 45 posts · 16 votes
    2y
  • Investor · Hillsboro, OR · Member since 2016 · 310 posts · 153 votes
    2y
    Quote from @Kenneth Germann:
    Quote from @Kenneth Germann:

    i don't see the reason why I need to have 25 LLCs. I am working with my lawyers on this issue.


     I am not going to pay 25*600 to file taxes for each entity :)


     Kenneth: Get you lawyers to make a list for you that cross references the states you are interested in investing in with their state income tax laws.  Some states have zero state income tax.  Some states will require you to file income tax in their state if you make any income there.  Your home state may require you to pay a second state income tax on profits as well as the federal IRS bill.  

  • Ronald RohdePro Member
    Attorney · Dallas, TX · Member since 2016 · 5k+ posts · 2k+ votes
    2y
    Quote from @Kenneth Germann:

    i don't see the reason why I need to have 25 LLCs. I am working with my lawyers on this issue.


    It shouldn't be driven by number of properties (unless commercial) but rather how much equity each LLC can hold before creating a new one.

  • Member since 2024 · 45 posts · 16 votes
    2y
    Quote from @Christie Gahan:
    Quote from @Kenneth Germann:
    Quote from @Kenneth Germann:

    i don't see the reason why I need to have 25 LLCs. I am working with my lawyers on this issue.


     I am not going to pay 25*600 to file taxes for each entity :)


     Kenneth: Get you lawyers to make a list for you that cross references the states you are interested in investing in with their state income tax laws.  Some states have zero state income tax.  Some states will require you to file income tax in their state if you make any income there.  Your home state may require you to pay a second state income tax on profits as well as the federal IRS bill.  


     State of Wyoming has no income tax for people or companies. I will need to register as a foreign entity in each of the 25 states I will be doing wholesaling and flips in. As I am doing deals in each state, I will register as a foreign entity until I am registered in all 25 states. The downside is I will need to have to do a tax return in each state I am registered in that has in income tax.  I am not paying any federal tax with the way my company is setup. You run the business at a loss or have an offshore entity own the company and legally move the profits offshore through dividends and transfer pricing :)

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