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How Do I Decide What the Best Legal Structure Is for My Business?

There are a few different options when it comes to forming a business in Virginia. From a legal perspective, there are three main types of Virginia for-profit business entities: LLCs, S Corporations or C Corporations. For many entrepreneurs, we believe an LLC provides the right mix of liability protection and ease of administration.

What Do I Need to Start a Business in Virginia?

In order to create an LLC in the state of Virginia, there are some minimum requirements you must meet. These are a completed set of Articles of Organization, a business name and a fee you pay to the Virginia State Corporation Commission. We recommend taking some other steps before formally starting your LLC:

After you’ve created your Virginia LLC, you will also need to review your business license requirements, understand ongoing filing needs, set up a separate business bank account and get an accountant.

How Do I Register a Company in Virginia?

In Virginia, you register a business by completing and filing your Articles of Organization with the Virginia State Corporation Commission. You will need to gather information about your business, fill out the form and send it to the State Corporation Commission with your filing fee. This will formally create your LLC in Virginia.

You can file your Articles of Organization on the State Corporation Commission website or mail it in. Alternatively, Incfile can guide you through every step of the process by getting details from you and filing the form on your behalf — for free! There’s no additional charge for our basic LLC filing service, so all you need to do is pay the Virginia state filing fee.

Incorporate Through Incfile for $0 + the Virginia State Fee

And get a free Registered Agent for a year.

How Much Does It Cost to Form a Virginia LLC?

At the time of writing the fee charged by the Virginia State Corporation Commission is $100. You can always check the latest Virginia filing fees here. You can also pay an additional $100 or $200 for expedited filing through Incfile, which will create your LLC faster. The amount of the expedited fee is dependent on how quickly you want your filing processed. Some LLC filing services do charge you extra to prepare and submit your filing documents, but at Incfile, we do this for free — so you only pay the state fee.

How Long Does It Take to Form an LLC in Virginia?

Once you’ve gathered all of your information together and filed your Articles of Organization (or had Incfile do it for you), it can take up to a week for the Virginia State Corporation Commission to legally form your LLC. If you pay an additional $100 or $200 expedited fee, your LLC can be created the next day or same day, respectively.

How Do I Perform a Virginia Business Search?

The name of your Virginia LLC needs to be unique, so you’ll need to check if it’s already being used by another business. You can do that via the Virginia State Corporation Commission website, or by using our fast and simple Business Name Search tool.

Is Your Business Name Available in Your State?

Find out using Incfile’s Business Name Search Tool.

Trying to Come up with a Creative Business Name?

Try Incfile’s Business Name Generator to brainstorm ideas.

How Do I Register a Business Name in Virginia?

There are a few ways to register your Virginia LLC name.

  • If you’re forming a new business and your business name is unique in Virginia and meets state naming rules, you simply include it in your Articles of Organization.
  • If you want to change the legal name of your business, file Articles of Amendment with the State Corporation Commission.
  • If you just want to do business under a different name, file a Certificate of Assumed or Fictitious Name with the Virginia State Corporation Commission, or have Incfile do it on your behalf.

If you want to prevent people from using your business name across the U.S., you can file a trademark for the name. We can help.

What Are Virginia Articles of Incorporation?

In many other states, the formal documents that you file to form a corporation or LLC might be known as Articles of Incorporation. In Virginia, this document is called your Articles of Organization, and it performs the same functions as the Articles of Incorporation.

Does Virginia Have Series LLCs?

Yes, as of recently (2020) the State of Virginia allows the formation of a Series LLC within the state. A Series LLC is a special type of LLC where you create one “overall” business and then have individual, series LLCs within it, each counted as separate legal entities.

To form a Series LLC, you'll have to file a Statement of Protected Series Designation form and file it with the State Corporation Commission. The fee for a Series LLC formation is $100.

Do I Need a Registered Agent for My Virginia LLC?

Yes, all legal business entities in Virginia, including LLCs, must have a Registered Agent at all times. Here at Incfile, we provide a free Virginia Registered Agent service for the first year if you file through us.

Have Incfile Act as Your Registered Agent for Only $119 a Year

Or get your first year free when you incorporate your business through us.

How Do I Change a Registered Agent in Virginia?

If you want to change your Virginia Registered Agent you can do so online by using the Clerk's Information System on the State Corporation Commission website. Here at Incfile, we provide a free Virginia Registered Agent service for the first year if you file through us. If you’ve been using a different Registered Agent and want to switch to us, we’ll file the Statement of Change on your behalf.

Need To Change Your Registered Agent?

Have Incfile file the paperwork for you.

How Do I Perform a Virginia Registered Agent Search?

If you need to know the Registered Agent of a specific Virginia business, you can perform a Virginia Registered Agent search within the state's business database.

What Virginia Business Taxes Do I Need to Pay?

As an LLC, any business profits you earn will be reported on your personal 1040 filing and reported and taxed as “pass-through” income. You will typically need to pay:

  • Self-employment or payroll tax on all business profits
  • Federal income tax on profits after you meet your tax-free allowance
  • Sales tax for selling taxable products and services
What Businesses Need to Pay Virginia Sales Tax?

Virginia charges a 5.3 percent state sales and use tax on all retail sales, leases and rentals of most goods. In general, all sales, leases, and rentals of tangible personal property in or for use in Virginia, as well as accommodations and certain taxable services, are subject to Virginia sales and use tax, unless an exemption or exception is established.. You can find a helpful list of exemptions and exceptions here.

How Do I Get a Virginia Sales Tax ID?

You will need to register your business with the Virginia Department of Taxation. You can complete this process online.

How Do I Calculate Virginia Sales Tax?

The base rate for Virginia sales tax is 5.3 percent, and there may be additional sales tax depending on your region, county or city. Once you know your overall sales tax amount, calculate the value of all your taxable products and services. Then, multiply that by your sales tax rate to understand how much you will need to pay.

You can use the VA Department of Taxation sales tax rate lookup tool to determine the rate in your area.

When Is Virginia Sales Tax Due?

Once your LLC’s sales tax registration is complete, you will receive a notice with instructions on how often you must file a sales tax return and pay sales taxes. Returns and payments may be due monthly, quarterly or annually.

What Do I Need to Know About Virginia Franchise Tax?

In Virginia, a franchise tax is only imposed on the net capital of banks and trust companies. Corporations that aren't banks or trust companies, are not subject to a franchise tax, however they are still required to pay corporate income tax. LLCs or pass-through entities aren't required to pay corporation income tax.

That said, pass-through entities (such as LLCs) in Virginia can now elect to be taxed at the entity level on their income. To do this, refer to the filing instructions provided by the Virginia Department of Taxation.

Do I Need a License to Do Business in Virginia?

If you wish to own and operate a business in Virginia, you'll likely need a business license of some kind to maintain compliance. The types of business licenses you need will vary depending on your type of business, industry, location and various other factors. We can research the types of business licenses you might need for you.

We hope you’ve found this Virginia LLC FAQ useful. If you’ve used our services and have a question that isn’t answered here, let us know and we’d be happy to help.

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