Wyoming's Entity-Statute Innovations

Every statute fact below cites the entity-innovation-availability-by-state matrix or Wyoming law directly. Not legal advice.

Not legal advice

Private Pierce is not a law firm.

Private Pierce does not provide legal advice.

This page is not a substitute for the advice of an attorney.

Short answer

Wyoming's LLC Act permits Close LLCs, Series LLCs, and DAO LLCs, plus an unconditional member-proxy right, and layers unanimous-member-consent defaults into its Close LLC Supplement. Our matrix records Wyoming as an unqualified "yes" on 4 of the 4 innovation fields we track statewide — the sections below cite each statute directly and note where the underlying fact is a practitioner gloss rather than the statute's own wording.

Close LLC

Wyoming allows a limited liability company to elect close-LLC status by stating so in its articles of organization (Wyo. Stat. Ann. § 17-25-103(a)); an existing LLC may convert by amending its articles (§ 17-25-103(b)). Electing close-LLC status is not cosmetic — it substitutes a different default governance regime under the Close Limited Liability Company Supplement (§§ 17-25-101 to 17-25-109), flagged by a mandatory notice statement in the operating agreement and on ownership certificates (§ 17-25-103(c)). See the Close LLC explainer for how this compares state by state.

Series LLC

Wyoming's operating agreement may establish one or more designated series of members, managers, transferable interests, or assets (Wyo. Stat. Ann. § 17-29-211(a)). The liability shield between series is conditioned on the company keeping separate records for each series and giving notice of the series structure in its articles of organization (§ 17-29-211(c)) — it is not automatic just because the operating agreement mentions a series. See the Series LLC explainer for the state-by-state picture.

DAO LLC

Wyoming allows a limited liability company to elect decentralized-autonomous-organization status under the Wyoming Decentralized Autonomous Organization Supplement (Wyo. Stat. Ann. §§ 17-31-101 to 17-31-116) — articles of organization contain the DAO election (§ 17-31-104(a)-(b)) and the company's name must carry a "DAO," "LAO," or "DAO LLC" marker (§ 17-31-104(d)). Wyoming is widely reported as the first U.S. state to enact a dedicated DAO LLC statute (2021 Senate File 38); that historical-priority claim is background context here, not independently re-verified against legislative history — the statute text above is the citation for what current law authorizes. See the DAO LLC explainer for availability elsewhere.

Member proxy — an unconditional grant, not literally a "lifetime" one

Wyoming lets a member appoint a proxy or other agent to consent or otherwise act for the member on any matter requiring member consent, by signing an appointing record (Wyo. Stat. Ann. § 17-29-407(d)). The provision carries no stated durational limit and no "unless otherwise provided in the operating agreement" override language — an unqualified grant. The statute itself never uses the word "lifetime"; that framing is a practitioner gloss on the section's silence as to duration, not statutory language, and this page states it that way rather than asserting the statute promises anything indefinite.

Unanimous-consent defaults in the Close LLC Supplement

Electing close-LLC status brings several unanimous-member-consent defaults with it. Absent contrary terms in the operating agreement, a member may withdraw only with the consent of all other members (Wyo. Stat. Ann. § 17-25-107(a)). Returning a member's capital contribution likewise requires that all members consent, on top of the company having paid or reserved for its other liabilities (§ 17-25-107(b)). And unanimous written agreement of all members is one of three ways a close LLC dissolves, alongside its stated duration expiring or an event specified in the operating agreement (§ 17-25-108(a)). These are default rules a close LLC's own operating agreement can vary in most respects — they describe what applies absent contrary drafting, not a mandatory floor on every Wyoming LLC.

What this page can't confirm

Nationally, the source matrix has 4 unresolved cells out of 204 tracked (200 resolved to an on-disk source, the rest documented as unconfirmed) — none of them Wyoming's. This list is generated directly from the matrix's own typed-unknown record, not hand-maintained here:

• GA: Close LLC, Series LLC, DAO LLC, lifetime proxy — not independently confirmed to a free, official .gov statute source as of 2026-08-15.

Because that gap exists, any "Wyoming is one of only N states that allow X" comparison on this page should be read as N states confirmed, not necessarily N states total — the unconfirmed state above could still turn out either way once sourced.

What this page does not prove

• These are statute descriptions, not a recommendation. What a statute permits and what fits a particular member group's situation are different questions; this page answers only the first one.
• Most of these are defaults, not mandates. An operating agreement can override many of the rules described above (the proxy right and the Close LLC Supplement's consent defaults both say so explicitly); read the actual operating agreement before assuming a default applies.
• This is not legal advice. Talk to your own attorney about your specific situation before relying on any of these statutes.

See also: Wyoming LLC Facts — Every Number, One Page · Entity Innovation Availability by State (matrix)