Founders often choose Wyoming for its low taxes and robust privacy laws. But what if you want to keep your name off public business records? Enter the Nominee Manager—a strategic privacy tool that’s completely legal in Wyoming. While effective for anonymity, nominee arrangements raise questions about IRS treatment, ownership disclosures, and tax reporting.
Here’s what every founder should know in 2025.
Relevant IRC Codes & Definitions
- IRC §6031 & §6012 – Governs entity-level federal filing requirements, regardless of manager identity.
- IRC §6041 – Requires reporting of payments, which may reveal true beneficial ownership.
- IRC §6109 – EIN and TIN identification must still reflect the true owner, not the nominee.
- FinCEN BOI Reporting – While not part of the IRC, the Corporate Transparency Act requires real owner disclosure to FinCEN (not public).
Nominee managers are legal, but do not alter IRS ownership visibility or beneficial ownership obligations.
IRS & State Form References
IRS Forms:
- EIN application (SS-4): Must list real responsible party
- Form 1065 / 1120 / 1120-S: Tax returns require true ownership disclosure
- BOI Reporting (effective 2024): Disclose real beneficial owners to FinCEN—not the nominee
Wyoming State Filings:
- Public record shows manager name
- Owner is not listed unless voluntarily disclosed
- Annual Report and License Tax still required
Real-World Example
Case Study:
Virex Analytics LLC, an AI tools startup, uses a Wyoming nominee manager service to list a third party as the public-facing LLC manager. This shields the founder’s identity on the public registry.
However:
- EIN was issued under the founder’s SSN
- IRS Form 1120-S names the real owner
- BOI Reporting was filed disclosing the founder’s details
Result: Public privacy maintained, but IRS and FinCEN remain fully informed.
Step-by-Step Guide for Using a Nominee Manager in Wyoming
- Form a Wyoming LLC using a registered agent or nominee management service.
- Assign the nominee as “Manager” in the Certificate of Formation.
- Privately draft an Operating Agreement clarifying that the nominee is not the beneficial owner.
- Apply for your EIN using IRS Form SS-4 with your real name and TIN.
- Maintain control over bank accounts and business operations in your name.
- Prepare for BOI compliance by disclosing your identity to FinCEN (not to the public).
- File Annual Report and pay the $60 minimum license tax as usual.
Conclusion
Wyoming nominee managers offer real privacy—but not tax invisibility. They’re effective tools for shielding your identity from the public eye, but you must still disclose ownership to the IRS and FinCEN. If structured correctly, they give founders the best of both worlds: operational control and public anonymity.
Call to Action
Want to maintain your privacy without risking IRS compliance?
Anshul Goyal, CPA EA FCA, is licensed to practice as a Certified Public Accountant in the United States, is an Enrolled Agent before the IRS, and is a Chartered Accountant in India. He advises on IRS compliance, FinCEN BOI reporting, and tax-efficient privacy structures for U.S. founders.
👉 Book your consultation with Anshul Goyal, CPA. Learn how to structure your LLC with nominee privacy while meeting BOI, IRS, and tax law requirements.
Disclaimer
This blog is provided for informational and educational purposes only. It is not intended as a substitute for personalized legal, tax, or financial advice. The content herein does not establish a client-accountant relationship and should not be relied upon to make business, tax, or legal decisions without consulting a qualified professional.
FAQs (Top 5 High-Searched)
Q1. Is it legal to use a nominee manager in Wyoming?
A1. Yes. Wyoming allows nominee managers for privacy, as long as the real owner complies with federal law.
Q2. Will the nominee manager be listed on public records?
A2. Yes. The nominee appears on Wyoming’s public business database.
Q3. Can I keep my name hidden from the IRS?
A3. No. The IRS requires the real responsible party on EIN and tax filings.
Q4. What’s required under BOI reporting?
A4. Disclosure of real beneficial owners to FinCEN, regardless of nominee setup.
Q5. Is this setup good for asset protection?
A5. It provides privacy, not asset protection. Use other strategies (e.g., trusts) for protection.
About Our CPA
Anshul Goyal, CPA EA FCA, is a U.S.-licensed CPA, IRS Enrolled Agent, and Chartered Accountant (India). With more than 2,000 clients served, he helps founders, startups, and business owners navigate IRS compliance, privacy planning, and cross-border structuring—ensuring both protection and legality.