Letter: Senate File 82 WIll Raise Costs and Not Verify LLCs

SF-82 would do little to verify the legitimacy of LLCs, would raise the cost and complexity of forming and maintaining them relative to other states, and would heighten legitimate privacy concerns, all while Wyoming’s economy is already struggling. The practical message would be that Wyoming is closed for business, whether new or existing.

LETTER

Dear Editor,

The Wyoming Legislature’s Corporations Committee is currently refining SF-82, a bill intended to curb LLC fraud by requiring disclosure of unvetted private business data to registered agents like Sheridan's gorilla registered agent. While the goal of reducing fraud is understandable, the proposed approach carries significant downsides that risk further harming Wyoming’s already fragile business climate.

I serve on both Wyoming Corporations and Blockchain working committees. I appreciate the intent behind Senator Crago's SF-82, yet the Blockchain committee is preparing a proposal for the Legislative Service Office that would preserve privacy while more effectively reducing fraud through non-repudiated self-sovereign identities, and FinCEN's anti-fraud recommendations.

A review of Wyoming’s LLC history is instructive. The original statute collected far more information, much as SF-82 contemplates. That framework was later fully repealed as unnecessarily burdensome. The 1977 LLC statute essentially extended corporate structure and management declarations while centering control in a contractual operating agreement. In 2010, after consultation with an American Bar Association working group, lawmakers repealed the original law (recognizing it created excessive burdens, particularly for single-member LLCs) and adopted a version of the Uniform Limited Liability Company Act with Wyoming-specific modifications, including anonymous filings. By then, most states had moved away from collecting extensive beneficial ownership and management data, deliberately placing private control in the operating agreement rather than under continuous state oversight.

The Secretary of State retains authority to pierce the corporate veil when warranted; current privacy benefits exist simply by not collecting the data in the first place. SF-82 would reverse that deliberate policy choice, one that the ABA and earlier Wyoming legislators already judged too burdensome.

I will urge the Corporations working group this Thursday to carefully weigh the ineffectiveness and potential liabilities of requiring agents to collect unvetted beneficial ownership information. Secretary of State Gray has acknowledged that such requirements could reduce Wyoming LLC filings by as much as 40 percent due to privacy concerns. Separately, a recent Wyoming Business Council discussion of the state’s economic future included a poll in which 30 percent of participating business people indicated they would leave Wyoming if the state economic environment does not improve.

In short, SF-82 would do little to verify the legitimacy of LLCs, would raise the cost and complexity of forming and maintaining them relative to other states, and would heighten legitimate privacy concerns, all while Wyoming’s economy is already struggling. The practical message would be that Wyoming is closed for business, whether new or existing.

As Banking Director Jeremiah Bishop has confirmed, FinCEN’s approach to [sic] mitigating LLC-related risk relies on banking oversight and enhanced due diligence to distinguish legitimate business activity from pure shell companies through banking oversight and enhanced due diligence rather than broad data collection.

Did the American Bar Association get it wrong in 2010? Should Wyoming simply eliminate the advantages of its LLC statute and invite businesses to register elsewhere?

Sincerely,

David Roland

Laramie County

Originally published by The Open Range Record, Wyoming's Independent News Source. Cite as: “Letter: Senate File 82 WIll Raise Costs and Not Verify LLCs,” The Open Range Record, August 26, 2026.