Virginia is regularly named one of the top states for businesses by news organizations and trade publications. CNBC highlighted Virginia’s resilience by awarding it this distinction back-to-back, even during tough economic times. If you’re considering forming a company in Virginia, you’ve chosen a very business-friendly state. Starting an LLC in Virginia includes the following steps:
Step 1: Name your Virginia LLC
Step 2: Choose a Registered Agent
Step 3: File an Articles of Organization
Step 4: Received a Certificate From the State
Step 5: Obtain an Operating Agreement
Step 6: Get an Employer Identification Number
Step 1: Name your Virginia LLC
When starting your business, you must choose a name to include in your articles before registering your LLC.
Names must comply with Virginia’s naming requirements. Here are the key points to remember:
- Your business name must have “Limited Liability Company,” “LLC,” or “L.L.C.”
- LLC’s name must be unique and different from any existing business in the state. Check the Secretary of State’s website for name availability.
- The business name cannot include words used for government agencies (e.g., State Department, CIA, FBI, Treasury).
- Certain restricted words (e.g., bank, lawyer, attorney) may require additional documentation and licensure paperwork.
For a complete listing of Virginia’s naming rules, see this link
Additional Consideration:
Reserve your Name:
If you need more time to file your LLC paperwork but want to secure your desired name, you can reserve it by downloading Form SCC631, submitting it by mail, or completing the process online. The filing fee is $10, which holds your LLC name for up to 120 days. If you need more time, you can renew the hold for 120 days by paying another $10.
Website domain:
Even if you don’t need a webpage, it’s wise to plan for the future by reserving your domain name now. Before finalizing your LLC name, check if the corresponding URL is available to ensure you can create a website later.
Step 2: Choose a Registered Agent.
Your registered agent can be an individual (including yourself or an employee of your LLC) or a registered agent service provider. A registered agent must receive legal documents on behalf of your LLC. This agent can be an individual (including yourself or an employee of your LLC) or a registered agent service provider. The registered agent must meet specific criteria:
- Entities must offer registered agent services.
- Individuals must be licensed to practice law in Virginia or be involved in business management.
- Must have an address in Virginia.
- Must be available on-site during regular business hours to accept documents.
Step 3: File an Articles of Organization
After selecting a name and a registered agent, You must file the Articles of Organization (Form LLC-1011) with the Virginia State Corporation Commission (SCC). Here’s how to do it:
- Choose Your LLC Type: Determine whether your LLC is domestic (established and operating in Virginia) or foreign (based in another state but operating in Virginia). Foreign LLCs may incur additional fees.
- Complete the Form: Complete the Articles of Organization (Form LLC-1011). You can download the form from the Virginia SCC’s website or complete it online through their portal.
- Submit the Form: You have two options for submitting the form:
- Online Submission: Visit the Virginia SCC’s online portal at https://cis.scc.virginia.gov. Create an account if you haven’t already, then fill out and submit the form electronically.
- Mailing: If you prefer to mail the form, send it to one of the following addresses:
- State Corporation Commission, Clerk’s Office, P.O. Box 1197, Richmond, VA 23218-1197
- Courier Delivery Address: 1300 E. Main Street, 1st Floor, Richmond, VA 23219
- Pay the Filing Fee: The fee for the Articles of Organization is $100, which is non-refundable. You can pay using an eCheck during the online submission credit card. If mailing the form, you can include a check payable to the State Corporation Commission.
Step 4: Received a Certificate From the State
Once your LLC’s formation documents are approved, the state will issue a certificate confirming its establishment. This certificate enables you to obtain business licenses and open a bank account for your LLC.
Step 5: Obtain an Operating Agreement
Virginia doesn’t require an operating agreement, but creating one is wise. It helps protect the company’s limited liability status and clarifies member agreements. Once it’s signed, Virginia law requires the LLC to follow the deal.
When creating your operating agreement, think about the following:
- How much of the LLC each member owns
- What is each member responsible for, and what are their voting rights
- How profits, losses, and money distributions work
- Plans for holding meetings
- How buying and selling shares should happen
Step 6: Get an Employer Identification Number
Getting an Employer Identification Number is essential for business owners, especially those with multi-member LLCs. Even if you’re a single-member LLC without employees, having an EIN can be helpful if you choose corporate taxation over a sole proprietorship.
You can quickly get an EIN through the IRS website. Just confirm your eligibility and fill out an online application. You’ll get your EIN immediately, which you can download or save.
To qualify for an EIN, you just need to
- Apply for a U.S.-based business.
- You must have a valid Taxpayer Identification Number, such as your Social Security Number (SSN) or Individual Taxpayer Identification Number (ITIN).
Follow these steps to begin your LLC in Virginia and get your business moving!
LLC State Guides
FAQs:
How much must I pay to register an LLC in Virginia?
The filing fee for registering an LLC in Virginia is $100.
How long does it take to register an LLC in Virginia?
The process takes 1 to 2 weeks.
Is it necessary to submit an annual report in Virginia?
No, LLCs in Virginia don’t need to file a yearly report.
What are the cost for the annual fees for maintaining an LLC in Virginia?
In Virginia, LLCs must pay a yearly $50 registration fee through the SCC eFile system online. It’s due by the end of your LLC’s anniversary month, and if you miss it, there’s a $25 late fee.
