Full Guide to Sales Tax and IRS Compliance for Wyoming LLC​

Introduction

If you're planning to run a U.S. business using a Wyoming LLC as a non-resident, you're making a smart choice. Wyoming offers no state income tax, low annual fees, and strong privacy. However, understanding Sales Tax Compliance and IRS Tax Compliance is critical, especially as your business type affects your obligations.

This guide breaks down compliance requirements across five common business scenarios:

1. Digital Business (No Physical Presence, Office, Inventory, or Employees)

Examples: Digital marketing, SaaS, consulting, freelance services, dropshipping without U.S. suppliers

Sales Tax Compliance:

• If you're not selling physical goods or services taxable in the U.S., you usually don’t need to collect sales tax.
• No inventory, no office, and no employees = no sales tax nexus.

IRS Tax Compliance:

• Must file IRS Form 5472 + Pro Forma 1120 annually if it's a single-member LLC owned by a non-U.S. resident.
• No federal income tax if income is not "effectively connected" to the U.S.
• Keep clear documentation proving your business is managed from outside the U.S.

2. Physical Business (Inventory, Office, or Employees in Wyoming)

Examples: Local Wyoming-based operations (retail stores, service centers, etc.)

Sales Tax Compliance:

• Must collect and remit Wyoming sales tax on taxable goods/services.
• Register with the Wyoming Department of Revenue for a sales tax permit.
• File sales tax returns monthly or quarterly, depending on volume.

IRS Tax Compliance:

• File federal income tax if income is U.S.-sourced.
• LLCs with employees must withhold payroll taxes and file related IRS forms (W-2, 941, 940).
• File Form 1065 or 1120 (depending on LLC tax election).

3. Amazon FBA (Inventory in Amazon Warehouses)

Examples: Private label sellers, Amazon FBA businesses with inventory stored across multiple U.S. states

Sales Tax Compliance:

• You have nexus in every state where Amazon stores your inventory.
• Register for sales tax permits in those states.
• Use tools like TaxJar or Avalara to track nexus, collect tax, and file returns.

IRS Tax Compliance:

• Must file IRS Form 5472 + Pro Forma 1120 (if single-member foreign-owned).
• Income from FBA sales is considered U.S.-sourced → subject to U.S. federal taxation.
• File federal tax return and maintain profit/loss statements.

4. Wyoming LLC with Inventory in Another U.S. State (e.g., Texas)

Examples: Warehouse in Texas, but LLC registered in Wyoming

Sales Tax Compliance:

• Must collect and remit sales tax in Texas and any other state with nexus.
• Register for a sales tax permit in those states.
• Also, foreign qualify your LLC in those states (e.g., register your Wyoming LLC as a "foreign entity" in Texas).

IRS Tax Compliance:

• Income tied to operations in other U.S. states is subject to federal tax.
• File state income tax returns in those states, if applicable (Texas doesn’t have personal income tax, but other states might).
• Maintain clear records showing where income is generated.

5. Dropshipping (No Inventory or Office, Suppliers Fulfill Orders)

Examples: Shopify, WooCommerce, Etsy stores using third-party fulfillment

Sales Tax Compliance:

• Usually no nexus, unless:
  • You use U.S.-based suppliers who ship from warehouses.
  • You meet economic nexus thresholds (e.g., $100K+ in sales or 200+ transactions in some states).
• Consider using Marketplace Facilitator laws: Platforms like Shopify may collect sales tax on your behalf in some states.

IRS Tax Compliance:

• File Form 5472 + Pro Forma 1120 annually.
• Income may or may not be U.S.-sourced depending on where management and fulfillment occur.
• Consult a tax advisor to evaluate if your income is "effectively connected."

Bonus: Common Tools & Tips for Compliance

• Sales Tax Tools: TaxJar, Avalara, Stripe Tax
• Bookkeeping: QuickBooks, Xero, Bench 
  

Final Thoughts

Forming a Wyoming LLC is a great way for non-U.S. residents to start a U.S. business. But staying compliant with both sales tax laws and IRS requirements is essential to avoid penalties and protect your business long term.

Whether you're a solopreneur, Amazon seller, or building a SaaS empire, understand your nexus, use the right tools, and seek professional help when needed. That way, your Wyoming LLC stays legit and your business keeps growing.