Register a Foreign Corporation in Virginia

Free Guide to Registering a Foreign Corporation in Virginia

What does it cost to register a foreign corporation in Virginia?

$75 minimum fee ($25 filing fee plus $50 for each 25,000 shares, or fraction thereof, for normal processing). $75 for non-profit ($50 charter/entrance fee + $25 filing fee). Expedited filing service is an additional $100, but gets your application processed much faster.

How do I file the Virginia Application for Certificate of Authority?

You can file your Virginia foreign corporation registration application online, by mail, or in person. Filing by mail or in person requires you to download, print, fill out, and submit the application to the corresponding address.

Online:
Virginia’s CIS Online Business Filings

By Mail:
State Corporation Commission
Clerk’s Office
PO Box 1197
Richmond, VA 23218-1197

In Person:
State Corporation Commission
1300 E Main St, 1st Floor
Richmond, VA 23219

How long does it take for the state to process the Application for Certificate of Authority?

Mail: Mailed filings will be processed by the state in about 3 weeks, but you’ll need to factor in added time for mailing.
Online: Virginia will process online filings in about 3-4 business days.
In Person: Virginia will process in person filings in about 2-3 weeks. Add time for mailing..
Expedited: You can pay $100 extra for one-day service, or $200 for same-day filing service.

How will I get verification of qualification back from Virginia?

You will receive a certificate by mail.

What forms do I file with Virginia to qualify my out of State Corporation?

Foreign corporations submit the Application for a Certificate of Authority form, a certified copy of the corporation’s Articles of Incorporation, as amended, and the filing fee.

If your corporation is a professional corporation that renders “professional services” as that term is defined in the Code of Virginia, you must provide on an attachment the name and address of each stockholder of the corporation who will be providing the professional services in Virginia, and whether such stockholder is duly licensed or otherwise legally qualified to perform the professional services in Virginia.

What do I need from my home state?

A certified copy of the Articles of Incorporation, including all amendments and mergers is required.

Does it need to be an original copy?

Yes.

How current does the certificate need to be?

It must be current within the last 12 months.

Will I need an Virginia registered agent for my corporation?

Yes. When you hire Northwest as your registered agent service, it’s a flat rate yearly price of $125 a year. You’ll have an online account that tracks your report due dates, which states you’re registered in, when your yearly service with us is up, and any documents we receive locally for you are uploaded into your account immediately for complete viewing. If or when you get served with a lawsuit, we can email up to 4 people and your attorney at the same time for real time complete viewing of a lawsuit. You’ll receive annual report reminders. It’s the same price every year, and there are no weird fees or cancellation fees.

You’ll also see all the pre-populated forms and specific filing instructions on the thank you page, in your online account, and they are emailed to you immediately upon signing up for 1 year of registered agent service.

Does the Virginia registered agent need to sign the filing?

No.

How can I file the Virginia Certificate of Authority?

By mail or in person.

What is the state agency that accepts the out of state registration?

Virginia State Corporation Commission
PO Box 1197
Richmond, VA 23218-1197

or

1300 E. Main Street
Tyler Building, 1st Floor
Richmond, VA 23219
Phone: (804)371-9733

Do the signatures on the Virginia corporation application need to be original?

Yes.

Who has to sign the foreign corporation filing?

The chairman or any vice-chairman of the board of directors, the president or any other of its officers authorized to act on behalf of the corporation may sign the form.

Are there any weird things about registering in Virginia?

If your corporation is a professional corporation that renders “professional services” as that term is defined in the Code of Virginia, you must provide on an attachment the name and address of each stockholder of the corporation who will be providing the professional services in Virginia, and whether such stockholder is duly licensed or otherwise legally qualified to perform the professional services in Virginia.

County filing or publication is not necessary, unless specifically required by the county in which your registered agent resides.

Are there ongoing Virginia annual report and/or initial reporting requirements?

The Virginia annual report and the annual registration fee are due by the last day of the month you initially filed. The fee for stock corporations is based on the number of shares it is authorized to issue and is a minimum of $100.

You will also want to learn about Virginia taxes.

What are your fees?

You’ll need to have a Virginia registered agent. We charge $125 a year to act as your registered agent in Virginia. It’s a flat rate, once a year fee, and includes more than other registered agents. Here’s a little more about our registered agent service registered agent service.

We charge a $100 one-time filing service fee if you would like us to obtain the certificates needed from your home state, and register your company in any state you choose. We have offices in every state and can act as your registered agent and make your filings for you in any state. If you would like to register with multiple states at once, we can usually drop our filing service fee down.

Additional resources:

Withdraw foreign corporation from Virginia
Virginia corporation