No, you do not have to register each individual series with the Wyoming Secretary of State.
This is one of the primary advantages of the Wyoming Statutory Trust (WST) compared to Series LLCs in other states. While the “Master Trust” is registered with the state, the individual series are created internally.
1. The “Internal Creation” Process
A new series is “born” the moment you execute an internal document (often called a Series Designation or an amendment to your Governing Instrument).
- No State Filing: You don’t send this document to Cheyenne.
- No Per-Series Fee: You don’t pay the state a formation fee for each of the 20 series.
- Privacy: Since the series aren’t filed with the state, the specific details of your farming or business operations remain private within your trust records.
2. The One “Must-Have” Public Filing
Even though the series themselves aren’t registered, your Certificate of Trust (the master document filed with the Secretary of State) must contain a specific “Notice of Limitation on Liabilities of Series.”
Wyoming Statute § 17-23-108 requires that your public certificate explicitly states that the trust has (or may have) series, and that the debts of one series are not enforceable against another. Without this “Magic Language” in your master filing, your 20 series won’t have the legal “shield” between them.
3. When a Series Does Touch the State
While you don’t register the series creation, a series will interact with the Secretary of State in two specific scenarios:
- Filing a DBA: As discussed, if you want “Series 1” to be known as “Red River Farms,” you mail in that Trade Name application ($100).
- Annual Reports: You only file one annual report for the Master Trust. You do not file 20 separate annual reports. However, the tax paid on that report is based on the assets held within the entire trust (all series combined).
Summary for your 20 Series
| Action | Requirement |
|---|---|
| Create the Series | Internal Memo / Trust Amendment (Private) |
| State Registration | None |
| State Filing Fee | $0 |
| Public Notice | Must be in the Master Trust’s Certificate |
The Golden Rule: Since the state doesn’t track these for you, the burden is on you to keep a “Series Registry” or a book of resolutions. If you ever end up in court, those internal documents are the only proof that “Series 5” actually exists and is separate from “Series 6.”
Since you’re doing 20 of these, are you planning to use a standardized “Series Designation” template to make sure they are all legally uniform?