This past February, Senate File 82 placed the privacy of hundreds of thousands of small businesses and family trusts at serious risk — not just for Wyoming LLCs, but for anyone seeking Wyoming’s favorable business protections and jurisdiction.
Simply put, SF-82 would require Registered Agents to collect not only administrative contact information but also Beneficial Owner Information (BOI), as mandated by the federal Corporate Transparency Act. The bill demands no verification and offers no measure of completeness or accuracy.
Mind you, the CTA itself has been throttled by the current federal administration over Fourth Amendment privacy concerns. According to FinCEN — the Treasury Department’s Financial Crimes Enforcement Network — the solution to fraud is to pierce the corporate veil by requiring owner information. SF-82 simply hands that information to Registered Agents.
The stated intent was to target only small companies that lack a physical place of business in Wyoming.
Let’s do a reality check.
Suppose you want to publish an online newsletter. Newsletters carry real risks — defamation, libel, copyright claims, privacy issues, or subscriber disputes. You don’t want to invite a lawfare attack on your First Amendment rights, so you keep your home address private. You form a Wyoming LLC, receive subscription fees, and open an online content store — all through digital transactions.
As a legitimate Wyoming-jurisdiction business, you want a bank account or two to handle taxes and operating expenses. Thanks to Wyoming’s rules, you pay no state income tax, no corporate tax, and no franchise tax, and you can elect S-corporation taxation. Sounds ideal — until you try to open that independent business bank account.
FinCEN requires banks to maintain strict Know Your Customer and Anti-Money Laundering policies, with heavy penalties if they fail to catch fraud. The result? Without a physical Wyoming location, no Wyoming bank will open an account for your legitimate LLC. The risk is simply too great for the bank.
With SF-82, your personal information sits with the Registered Agent, protected only by generic Commercial Data Protection rules. If breached, you get a simple notification - no remediation, no recovery for irreparable harm. Registered Agent contracts rarely include robust privacy clauses, and this assumes the agent itself is reputable.
A quote from one of the sponsors of SF-82 says it all: “…we need more lawyers, perhaps engaging in what we see as this lawfare, in order to defend the rule of law, in order to both protect the judicial branch and our democracy.”
That statement alone unmasks the intent of SF-82 — to pierce the LLC veil. Do you really want to drain your child’s college fund or your retirement savings to defend against a questionable lawsuit brought by an angry lawyer-politician? Will you become a target of lawfare simply because you wanted to supplement your income, build a legitimate Wyoming business, and were presumed fraudulent from the start?
This scenario assumes you are a Wyoming resident. But what if you live in another state and simply want Wyoming’s jurisdiction? Neither situation involves a physical Wyoming presence. Your business operates in a data center, your transaction processing and merchant services are handled online — perhaps involving the Wyoming Stable Token or other fiat or cryptocurrency.
Last month, the Corporation Committee held an interim meeting in Lander and heard several proposed solutions to LLC, Deed/Title, Identity, and Insurance fraud. Among them: changes to Wyoming’s Digital Public Infrastructure, implementation of a Wyoming Personal Data Privacy Policy, and adoption of Self-Sovereign IDs as a means of preventing fraud across the board.
Those same topics are now on the agenda for the Wyoming Select Committee on Blockchain, Financial Technology, and Digital Innovation, which meets June 15-16 in Sheridan — the very hotspot of questioned Registered Agent filings and fraud accusations. Adding to the intrigue, half the committee members co-sponsored Senate File 82.
This past week I spoke with Utah’s Chief Privacy Officer, Bramwell, and Privacy Architect McEwan. Utah has successfully passed and implemented SB 275, creating a comprehensive public infrastructure framework for digital identity. The model closely aligns with recommendations previously shared with Wyoming’s legislative committees and the Secretary of State’s office. Wyoming already has the core legislative foundations in place to adopt a similar approach, and the Select Committee on Blockchain, Financial Technology, and Digital Innovation offers an efficient path forward.
Without getting overly technical, Wyoming would maintain a public registry of Primary Authorities. These are simply secure linkages pointing to each person’s or organization’s private storage. Importantly, both the linkage and the private storage are created and fully controlled by the individual or business, an ID not granted as permission by the state.
This private storage functions as a Self-Sovereign Identity (SSID), where people can securely hold state-endorsed credentials and other personal information. Using selective disclosure, the owner decides exactly what to share. For example, they could prove only the last four digits of their Social Security number without ever revealing the full number.
Combined with Wyoming’s existing digital asset and blockchain legislation — already advanced by the same Select Committee — the state is well-positioned to strengthen personal data privacy, enable secure proof of control for deed and title transfers, fully embrace Self-Sovereign Identities, and deploy modern infrastructure to combat LLC fraud; All without piercing the corporate veil.
This approach would build directly on Wyoming’s established pro-innovation foundation while addressing key gaps in privacy, property records, and entity integrity.
A recent LinkedIn post observed that Utah succeeded in protecting citizens’ privacy rights and data because its lawmakers stopped playing political games with people’s lives. Instead, they established a clear loyalty oath requiring elected officials to prioritize the protection and best interests of citizens’ data and personal information.
I’m hopeful this can become a sweeping change: one that makes government more efficient, dramatically reduces multiple kinds of fraud, and drives additional business growth for Wyoming. Let’s hope the committee can see the vision.
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