Why NFT projects pick Wyoming
Wyoming passed the first US digital asset framework in 2019 (Wyoming Statutes 34-29-101). It recognizes digital assets as property and gives them clear legal treatment. So your NFT collection is property held by the LLC the same way physical inventory would be.
Privacy matters in NFT projects, especially if you mint anonymously. Wyoming does not publish member or manager names on Articles of Organization. Your real name stays off the SoS records.
And the no-state-income-tax structure means you only deal with federal tax considerations, not Wyoming-level tax. For non-resident NFT founders, federal tax is typically zero on the mint revenue itself (more on this below).
How NFT mint revenue is taxed for a non-resident LLC owner
Most NFT mint revenue is not Effectively Connected Income for a non-resident pass-through LLC. So US federal income tax owed is typically zero. Here is the logic. ECI requires a US trade or business. Selling NFTs to a global audience from your laptop in Singapore or Lisbon, without US employees or US office, generally does not create a US trade or business.
Royalties on secondary sales (OpenSea, LooksRare, Blur) are usually treated as either business revenue or royalty income depending on character. For a non-resident pass-through LLC, both typically fall outside US federal tax on the same ECI logic.
Your home country is the harder question. Most countries tax worldwide income, including crypto. Track your mint and secondary revenue carefully in USD-denominated terms (use receipt-time exchange rates). Consult a local CPA familiar with crypto reporting.
Banking notes for NFT projects (the honest version)
Pure NFT issuers face tightened review at US banks because the category overlaps with regulated activities (securities, MSBs). Mercury approval for NFT projects sits at roughly 50%, lower than typical SaaS or content businesses.
Relay is usually a better first attempt for NFT projects since its reviewer pool is more accepting of crypto-adjacent categories. Wise Business is the fallback at roughly 95% acceptance. Coinbase Commerce works for direct crypto payment acceptance without needing a fiat bank first.
Many NFT founders we work with operate without a US bank for the first year, using Coinbase Commerce + a personal crypto wallet, then add Mercury or Relay once the project has revenue history and a clean business description to share with the bank.
| Provider | Best fit for NFT projects | Approval likelihood |
|---|---|---|
| Mercury | Post-launch with revenue history | ~50% |
| Relay | Initial primary attempt | ~60% |
| Wise Business | Fallback for fiat | ~95% |
| Coinbase Commerce | Direct crypto acceptance | ~90% |
| BitPay | Alternative crypto processor | ~85% |
| Stripe | Fiat for non-mint revenue (merch, tickets) | Case by case |
Treasury management: holding ETH on the LLC balance sheet
Your Wyoming LLC can hold ETH, USDC, BTC, and other digital assets directly. Document the wallet addresses in your operating agreement so there is no ambiguity that the wallets belong to the LLC, not to you personally.
For multisig governance, list the signers in the operating agreement. If your project is structured as a DAO, consider electing DAO LLC status at formation (Wyoming Statutes 17-31-101) so on-chain governance is formally recognized.
Treasury value goes on your books at USD-denominated cost basis. Mark to market when realized through a sale. Hold-period gains do not trigger US tax for non-resident pass-through LLCs in most cases, but home-country tax still applies.
Form 5472 considerations for NFT projects
Form 5472 reports related-party transactions between the LLC and you (the non-resident owner). For NFT projects, the relevant items are owner contributions (you deposit ETH into the LLC wallet), owner draws (you withdraw ETH or USDC from the LLC to your personal wallet), and loans between you and the LLC.
NFT mint revenue from unrelated buyers does not go on Form 5472 directly. It is operating revenue, not a related-party transaction. But you do disclose total operating revenue on the pro forma 1120 cover page.
Anchorage files Form 5472 + pro forma 1120 for $99 per year. The deadline is April 15 (October 15 with extension via Form 7004). Penalty for non-filing is $25,000 per failure.
Common NFT founder mistakes with their Wyoming LLC
- Treating LLC and personal wallets as the same thing (kills liability protection)
- Selling to US buyers without thinking through sales tax (some states tax NFT sales)
- Skipping Form 5472 because the LLC mostly transacts in crypto (still mandatory)
- Not documenting wallet ownership in the operating agreement (creates legal ambiguity)
- Using personal exchange accounts for LLC trading (mixes personal and business tax)
- Forgetting home-country tax disclosure (most countries require foreign asset reporting)
- Not electing DAO LLC status when actually operating as a DAO
What WyomingLLC.xyz includes for NFT projects at $397
- Wyoming LLC formation under Title 17, Chapter 29 within 24 hours
- Optional DAO LLC election at formation
- Wyoming registered agent for year 1
- Custom operating agreement with digital asset and wallet ownership clauses
- EIN via IRS Form SS-4 (no SSN required)
- Direct introductions to Mercury, Relay, Wise Business, and Coinbase Commerce
- Document delivery as searchable PDFs
- WhatsApp and email support across NYC and Dhaka time zones