Since you are the sole owner, you have the power to complete this transfer without a board meeting or shareholder vote. You are essentially “contracting with yourself” in two different roles: as the Individual Owner and as the Trustee of your new Wyoming Statutory Trust (WST).
Here is the step-by-step process to move your Michigan corporate stock into the Wyoming “fortress.”
1. The Corporate Resolution
Even though you are the only owner, you must act in your capacity as the “Director” of the Michigan corporation to formally approve the transfer.
- The Document: Draft a Unanimous Consent Resolution.
- The Text: State that the Corporation acknowledges the transfer of 100% of the outstanding shares from [Your Name] to [Trustee Name], as Trustee of the [Wyoming Trust Name].
- The Filing: Keep this in your corporate minute book. You do not file this with the State of Michigan or Wyoming.
2. The Stock Power (Assignment)
This is the “deed” for your stock. It is the legal bridge between Michigan and Wyoming.
- The Action: Sign a Stock Assignment Separate from Certificate.
- The Detail: You are “assigning and transferring” your shares. Since a Wyoming Statutory Trust is a legal entity, the “Transferee” is the Trust itself.
- Privacy Check: This document remains in your private files.
3. Cancel and Re-issue
You need to update the “evidence” of ownership.
- Cancel: If you have an original stock certificate, write “CANCELLED” across the front in large letters and staple it to your corporate records.
- Re-issue: Create a new Certificate #2.
- Owner Name: “[Name of Trustee], as Trustee of [Name of Wyoming Statutory Trust].”
- Date: The date of the transfer.
- Ledger: Update your internal Stock Ledger to show you now own 0 shares personally and the Trust owns 100%.
4. The Federal BOI Requirement (Crucial)
Because it is now 2026, the Corporate Transparency Act is in full effect. While the state of Michigan doesn’t need to know about the trust, the Federal Government (FinCEN) does.
- The Rule: When a “Reporting Company” (your MI Corp) has a change in ownership, you must file an Updated Beneficial Ownership Information (BOI) Report.
- The Deadline: You have 30 days from the date of the transfer to file this update.
- What they see: You will list the Wyoming Statutory Trust as the owner, but you must still disclose the “Beneficial Owner”—which is likely still you. This is a private federal database, not a public record.
Why a “Statutory” Trust vs. a “Private” Trust?
Since you chose a Wyoming Statutory Trust, you have a unique advantage:
- Separate Legal Entity: Unlike a regular private trust, a WST is a “legal person” under Wyoming law (Wyo. Stat. § 17-23-102).
- Liability Shield: It provides an extra layer of protection. If someone sues you personally, it is much harder for them to “reach through” a Wyoming Statutory Trust to grab your Michigan company than it would be with a standard living trust.
Summary Checklist for a Sole Owner
| Item | Action | Purpose |
|---|---|---|
| Written Resolution | You sign as Director | Legalizes the move within the Corp. |
| Stock Power | You sign as Individual | Moves the legal title of shares. |
| New Certificate | Issued to the Trust | Provides “Proof” of ownership for banks. |
| BOI Update | File at boiefiling.fincen.gov | Complies with 2026 Federal Law. |
One final note: If your Michigan corporation owns Real Estate, the deed on the house doesn’t change—only the owner of the shares changes. You don’t need to file anything at the Michigan county recorder’s office for this move.
Does your Michigan corporation have any debt or bank loans that might require you to notify the bank before you change the owner to a Wyoming trust?