What the Act is

Chapter 28 is short by statutory standards, and unusually readable. Eleven sections cover the whole subject: who must have a registered agent, what the registered office has to be, how you change one, how an agent resigns, how service of process is delivered, and what happens when any of that fails. It is worth being precise about the name — the Wyoming Secretary of State publishes it as the Registered Offices and Agents Act, not the “Wyoming Registered Agents Act” that most writing online uses. The office is half the subject, and the Act says so in its own title.

Chapter 28 governs the address and the point of contact. It does not tell you how to form an entity, what to file each year, or how you are taxed. Those live elsewhere in Title 17, principally the Wyoming Limited Liability Company Act at Chapter 29 and the Wyoming Business Corporation Act at Chapter 16. The two bodies of law meet at one place: an entity that loses its registered agent can be administratively dissolved under those other chapters.

§ 17-28-101 — the requirement everything else hangs on

One section does most of the work. Section 17-28-101 requires a business entity to continuously maintain a registered office and a registered agent in Wyoming.

“Continuously” is the word doing the work. The section does not contemplate a gap, a grace period, or a window between providers during which an entity is briefly unrepresented. That is why a well-run switch overlaps rather than leaving a break, and why the order matters: file first, cancel afterwards.

The registered office has a specific definition. It must be located at a street address in Wyoming, and it must be a physical location where the entity’s registered agent — or a natural person who has an agency relationship with the agent — can accept service of process as provided in § 17-28-104, and is physically present at that location.

A registered office … shall be located at a street address in Wyoming which shall be a physical location where the business entity’s registered agent … can accept service of process as provided in W.S. 17-28-104 and is physically present at that location. Wyoming Statutes § 17-28-101 · Wyoming Legislature

That final clause is why a post office box does not qualify, and why a virtual office with no one present does not either. The test is not whether mail arrives. It is whether a person is there.

The section also sets out who may serve. In summary: an individual who is at least 18, resides in Wyoming, and whose business office is identical with the registered office; a domestic business entity whose business office is identical with the registered office and which has a written agreement creating an agency relationship with an individual for accepting service; or a foreign business entity authorised to transact business in Wyoming on the same terms. In every case the agent’s business office and the registered office are the same address — the statute does not let them drift apart.

One modern addition is easy to miss. Subsection (e) requires an email address for the registered agent.

§§ 17-28-102 and 17-28-103 — changing an agent, and ending an appointment

Section 17-28-102 — change of registered office or registered agent

A change is made by filing a statement of change with the Wyoming Secretary of State. Among other things, that statement must confirm the new registered office and agent comply with §§ 17-28-101 through 17-28-111, confirm that the street addresses of the registered office and the agent’s business office will be identical, and give the agent’s email address required by § 17-28-101(e). If the entity changes its own email address, it must tell the Secretary of State.

The practical point is the one people most often get wrong. The filing is what changes the record. Telling a previous provider you are leaving does nothing to the state’s register, and until the new statement is filed, legal documents continue to be delivered to the old registered office. The mechanics of moving an entity are set out on our change of registered agent page.

Section 17-28-103 — resignation, and the clock it starts

An agent may resign by delivering a statement of resignation to the Wyoming Secretary of State. That statement must state that the agent sent notice to each affected entity at least 30 days before the filing, to the entity’s last known address, addressed to an officer or other authorised person other than the agent itself.

Where no successor is appointed, the entity must file a statement of change under § 17-28-102(a) within 30 days of receiving the resignation. The agency appointment terminates on the date the statement of resignation is filed, not on some later date agreed between the parties.

Upon receipt of resignation by a registered agent where no successor is appointed, the secretary of state shall classify the entity as delinquent awaiting administrative dissolution, revocation or forfeiture of its articles … as appropriate. Wyoming Statutes § 17-28-103(f) · Wyoming Legislature

Read those provisions together and the risk becomes plain. An entity can move from good standing to delinquent without doing anything wrong except failing to act on a letter that arrived at an address it had stopped checking. The 30 days are not generous, and they run whether or not anyone at the entity has noticed.

§ 17-28-104 — how service of process actually works

This is the section the whole arrangement exists to serve. The registered agent, or the natural person having the agency relationship under § 17-28-101(a), shall accept service of process, notice, or demand required or permitted by law that is served on the entity.

Subsection (b) is the part most often missed, and it is the most important sentence in the chapter for anyone weighing whether a registered agent matters at all.

If a business entity has no registered agent, or the agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, addressed to the entity at its principal office. Wyoming Statutes § 17-28-104(b) · Wyoming Legislature

An entity without a registered agent is therefore not unservable. The law simply routes service somewhere else. That is the real exposure, and it is not the one people usually imagine: the danger is not that a lawsuit cannot reach you, but that it reaches an address nobody is monitoring, the response window runs, and the first you hear of it is a default judgment. A registered agent is, in the end, a mechanism for finding out in time.

§§ 17-28-105 and 17-28-106 — commercial registered agents

Wyoming distinguishes between someone acting as agent for their own entity and a business offering the service to the public. Section 17-28-105 requires a commercial registered agent to register as such with the Wyoming Secretary of State, and § 17-28-106 sets out what that registration must contain. The consequence matters when choosing a provider: “commercial registered agent” is a status on the public record, not a description a company may simply adopt, and it can be confirmed with the Secretary of State independently of anything the provider says about itself. Section 17-28-103(g) closes the obvious gap — failing to register does not amount to a resignation, and the agent remains responsible for the chapter’s requirements meanwhile.

§ 17-28-107 — the duties section

If you are looking for what a registered agent must actually do, this is the section — not § 17-28-101, which is where most writing points. Section 17-28-107 is headed “Duties of the Registered Agent; Duties of the Entity”, and the pairing in that heading is deliberate.

The agent maintains certain records about the entity it represents. An agent is treated as having complied where it has timely requested that information from the entity, by certified letter or through an engagement letter or similar document, and asked that the information be kept current within 60 days of any change, until the entity’s first annual report is accepted for filing by the Wyoming Secretary of State.

There is a corresponding relief valve. Where an entity fails to provide the information, or the agent believes what it has been given is inaccurate, the agent may notify the Secretary of State and resign within 60 days of sending the certified letter. No fee is assessed for resigning that way.

The design is mutual, and worth sitting with. An entity does not discharge its obligations by appointing an agent and going quiet. It has to tell the agent the truth, and keep telling it as things change.

§§ 17-28-108 to 17-28-111 — records, enforcement, reinstatement, rules

Section 17-28-108 lets the Wyoming Secretary of State demand the records kept under § 17-28-107. They are held confidential — except for information already public or required in the annual report — and released only under a court-ordered subpoena or to a bona fide law enforcement agency. Failure to produce them, denial of access, or failure to answer a valid subpoena is punishable under § 17-28-109. The same section carries a provision aimed at entities rather than agents: a business entity that gives its registered agent false records may be fined up to $1,000, imprisoned for up to six months, or both. The information an agent holds is not a formality.

Section 17-28-109 provides for enforcement against an agent that does not meet the chapter’s requirements. Section 17-28-110 covers reinstatement after administrative dissolution or revocation — the far end of the road that begins with a resignation nobody answered. Section 17-28-111 gives the Secretary of State authority to make rules carrying out the Act, and addresses the chapter’s applicability.

What the Act does not do

Read the chapter closely and four things it is often assumed to do turn out to be absent from it. It does not make an entity anonymous — the agent’s address replaces yours on the register, but other filings may still name owners or managers, and nothing here changes what a court or the state can require. It does not transfer the entity’s own obligations: annual reports, license tax, and every other filing remain yours, and an agent that forwards a notice has done its job.

It does not make the agent your lawyer — a registered agent accepts service and keeps records, does not advise on the documents it hands over, and no privilege attaches. And it does not provide a business address. The registered office exists so legal documents reach a place where somebody is present; using it as general correspondence misunderstands what the statute is for.

How to read the Act yourself

The full text is published by the Wyoming Legislature at wyoleg.gov, and the Wyoming Secretary of State publishes Chapter 28 as a single document. Both are primary sources and both are free. If this page and the statute disagree, the statute is right. Statutes also change: the sections described here were verified against the current chapter listing in August 2026, and this page is re-verified every 120 days.