Committee backs measure letting audits or registered agents trigger administrative dissolution for false filings
January 17, 2025 | Corporations, Elections & Political Subdivisions, Senate, Committees, Legislative, Wyoming
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The Corporations, Elections & Political Subdivisions Committee voted to advance Senate File 56, which would add providing false or fraudulent information to a registered agent as grounds for administrative dissolution of an entity under multiple provisions of Wyoming law.
Under the bill, the trigger for administrative action would be either audit findings by the Secretary of States Office (commercial registered agent audits) or written notification by a registered agent that a business entity provided false or fraudulent information to the agent. Committee discussion noted the proposal aligns dissolution authority across statutes that govern different entity types and would not require a new appropriation because it fits within existing office processes.
Joe Rubino, general counsel to the Secretary of State, walked the committee through the statutory edits, saying the same core language is added in multiple places to cover domestic and foreign corporations, nonprofits and limited liability companies. "This deals with different types of entities that are doing business in Wyoming, and it's just making the same language in each area," Rubino said.
Secretary of State Chuck Gray told the committee the change came out of the office's fraud working group and that commercial registered agents and others had supported the measure as a tool to help ensure the integrity of business filings. "This would be highly beneficial to the registered agent community and to our state," Gray said.
Motion and vote: Senator Landon moved to advance Senate File 56. The committee recorded a unanimous vote in favor (5-0) to advance the bill.
Why it matters: Supporters said the measure gives the Secretary of States Office a direct administrative mechanism to address filings that are false at the source rather than relying solely on judicial remedies. The bill tracks the new grounds for cancellation into multiple code sections to ensure the authority applies consistently across business entity types.
Next steps: The bill was advanced from committee with an effective date in the draft of July 1, 2025; sponsors said the office will implement the change through its existing dissolution processes and audits of commercial registered agents.
Under the bill, the trigger for administrative action would be either audit findings by the Secretary of States Office (commercial registered agent audits) or written notification by a registered agent that a business entity provided false or fraudulent information to the agent. Committee discussion noted the proposal aligns dissolution authority across statutes that govern different entity types and would not require a new appropriation because it fits within existing office processes.
Joe Rubino, general counsel to the Secretary of State, walked the committee through the statutory edits, saying the same core language is added in multiple places to cover domestic and foreign corporations, nonprofits and limited liability companies. "This deals with different types of entities that are doing business in Wyoming, and it's just making the same language in each area," Rubino said.
Secretary of State Chuck Gray told the committee the change came out of the office's fraud working group and that commercial registered agents and others had supported the measure as a tool to help ensure the integrity of business filings. "This would be highly beneficial to the registered agent community and to our state," Gray said.
Motion and vote: Senator Landon moved to advance Senate File 56. The committee recorded a unanimous vote in favor (5-0) to advance the bill.
Why it matters: Supporters said the measure gives the Secretary of States Office a direct administrative mechanism to address filings that are false at the source rather than relying solely on judicial remedies. The bill tracks the new grounds for cancellation into multiple code sections to ensure the authority applies consistently across business entity types.
Next steps: The bill was advanced from committee with an effective date in the draft of July 1, 2025; sponsors said the office will implement the change through its existing dissolution processes and audits of commercial registered agents.
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