How to Form an LLC in Virginia – This is a guide on how to form a limited liability company in Virginia.
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Decide on the business name
The first step is to choose a name for your LLC. This name must include the phrase “Limited Liability Company” or the abbreviation “LLC.” It can also not be the same as another business name already on file with the state of Virginia. You can check the availability of your desired LLC name by searching the business entity database on the State Corporation Commission’s (SCC) website.
Once you have decided on a name, you will need to file what is called a “certificate of organization” with the SCC. This document must include the LLC’s name and address, the names and addresses of all LLC members, and the date that the LLC will begin operation. It must be signed by a organizer, who can be either an LLC member or a third party.
The filing fee for this document is $100. It can be filed online, by mail, or in person at any SCC office.
File a Certificate of Organization
To form an LLC in Virginia, you must file a Certificate of Organization with the State Corporation Commission’s (SCC) Clerk’s Office.
Your LLC’s Certificate of Organization must include:
-the LLC’s name and address
-the name and address of each member
-the LLC’s registered agent and their address
-the amount of money or other property contributed by each member
-the effective date of the Articles of Organization
-whether the LLC will be managed by members or managers
-if the LLC will be managed by managers, the names and addresses of the managers
To get started, go to the SCC website and download the Certificate of Organization form.
Fill out the form and include all required information. Be sure to sign and date the form.
Mail your completed form and filing fee to:
State Corporation Commission
P.O. Box 1197
Richmond, VA 23218
Create an LLC Operating Agreement
An LLC operating agreement is a binding contract that outlines the rights and duties of each member of your LLC. It also sets forth how the affairs of the LLC will be conducted, including how decisions will be made and how profits and losses will be distributed. An LLC operating agreement is not required by the state of Virginia, but it is highly recommended.
Get an Employer Identification Number
You will need an Employer Identification Number (EIN) from the IRS to open a business bank account and file your business taxes. You can apply for an EIN online, by fax, or by mail.
If you are applying online, you will need to have a Social Security Number or Individual Taxpayer Identification Number. The online application takes about 15 minutes to complete.
If you are applying by fax, you will need to fill out Form SS-4 and fax it to the IRS at 1-855-641-6935.
If you are applying by mail, you will need to fill out Form SS-4 and send it to the following address:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
File Annual Reports
All LLCs registered in Virginia must file an Annual Report with the State Corporation Commission (SCC). The report is due by the first day of the LLC’s anniversary month. For example, if your LLC was registered on October 15, 2018, its first Annual Report will be due on October 1, 2019. The report must be filed online through the SCC’s eFile system.
There is a filing fee of $50 for the Annual Report. Payment must be made by credit card or electronic check.
To file the Annual Report, you will need the following information:
-The LLC’s name and registration number
-The LLC’s mailing address and physical address
-The name and address of the LLC’s registered agent
-The names and addresses of the LLC’s members and managers
-The signature of a member or manager
Comply With Other Tax and Regulatory Requirements
In addition to the general steps to form an LLC in Virginia, there are a number of other tax and regulatory requirements that must be complied with. These include:
-Obtaining a business license from the local county or city government
-Registering for state and local taxes
-Obtaining a federal employer identification number (EIN)
-Complying with environmental regulations
-Obtaining any necessary permits or licenses to operate your business
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