Title 17, Corporations, Partnerships And Associations

Liability of beneficial owners and trustees. (a) Except to the extent otherwise provided in the governing instrument, the beneficial owner shall be entitled to any limitations of personal liability extended to shareholders of private corporations for profit organized under the Wy…

Legal proceedings. (a) A statutory trust may sue and be sued in its own name, and service of process upon any one (1) of the trustees or upon the registered agent shall be sufficient. A statutory trust may be sued for debts and other obligations or liabilities contracted or incur…

Rights of beneficial owners in trust property. (a) Except to the extent otherwise provided in the governing instrument, a beneficial owner shall have an undivided beneficial interest in the property of the statutory trust and shall share in the profits or losses of the statutory …

Management of statutory trust. (a) The business and affairs of a statutory trust shall be managed by or under the direction of its trustees. To the extent provided in the governing instrument, any person, including a beneficial owner, shall be entitled to direct the trustees in t…

Registered office and registered agent to be maintained. (a) Each statutory trust shall have and continuously maintain in this state: (i) A registered office as provided in W.S. 17-28-101 through 17-28-111; and (ii) A registered agent as provided in W.S. 17-28-101 through 17-28-1…

Failure to maintain registered agent or registered office or pay annual fee. If any statutory trust has failed to comply with the provisions of W.S. 17-28-101 through 17-28-111 or has failed to pay the fee required by W.S. 17-23-117, it is transacting business within this state w…

Existence of statutory trust. (a) Except to the extent otherwise provided in the governing instrument, the statutory trust shall have perpetual existence. (b) Except to the extent otherwise provided in the governing instrument, the death, incapacity, dissolution, termination or b…

Applicability of trust law. Except to the extent otherwise provided in the governing instrument or in this chapter, the laws of this state pertaining to trusts are hereby made applicable to statutory trusts. A statutory trust complying with the provisions of this chapter shall no…

Certificate of trust; amendment; cancellation. (a) Every statutory trust shall file a certificate of trust in the office of the secretary of state. The certificate of trust shall set forth: (i) The name of the statutory trust, which shall not be the same as, or deceptively simila…

Execution of certificate. (a) Each certificate required by this chapter to be filed with the secretary of state shall be executed in the following manner: (i) A certificate of trust shall be signed by at least one (1) of the trustees; (ii) A certificate of amendment shall be sign…

Filing of certificate; effective date; fee; organization. (a) The original signed copy together with a duplicate copy, which may be either a signed or conformed copy, of the certificate of trust and any certificates of amendment or cancellation or any certificate of merger or con…

Administration; filing, service and copying fees; annual fee. (a) The secretary of state has the power reasonably necessary to perform the duties required by this chapter. The secretary of state shall promulgate reasonable rules and regulations necessary to carry out the purposes…

Effective time and date of document. (a) Except as provided in subsection (b) of this section, a document accepted for filing is effective: (i) At the time of filing on the date it is filed, as evidenced by the secretary of state's date and time endorsement on the original docume…

Reserved name. (a) A person may apply to reserve the exclusive use of a statutory trust name by delivering an application to the secretary of state for filing. The application shall set forth the name and address of the applicant and the name proposed to be reserved. If the secre…

Derivative actions. (a) A beneficial owner may bring an action in the district court in the right of a statutory trust to recover a judgment in its favor if trustees with authority to do so have refused to bring the action or if an effort to cause those trustees to bring the acti…

Indemnification. (a) Subject to standards and restrictions, if any, as are set forth in the governing instrument, a statutory trust shall have the power to indemnify and hold harmless any trustee or beneficial owner or other person from and against any and all claims and demands …

Merger and consolidation. (a) Pursuant to an agreement of merger or consolidation, a statutory trust may merge or consolidate with or into one (1) or more statutory trusts or other business entities formed or organized or existing under the laws of this state or any other state o…

Continuance of foreign statutory trusts. (a) Subject to subsection (b) of this section, any statutory trust created for any purpose except acting as an insurer as defined in W.S. 26-1-102(a)(xvi), or acting as a financial institution as defined by W.S. 13-1-101(a)(ix) or its succ…

Reserved power of state to amend or repeal chapter. All provisions of this chapter may be altered from time to time or repealed and all rights of statutory trusts, trustees, beneficial owners and other persons are subject to this reservation.

Construction and application of chapter and governing instrument. (a) The rule that statutes in derogation of the common law are to be strictly construed shall have no application to this chapter. (b) It is the policy of this chapter to give maximum effect to the principle of fre…