Start a Corporation in West Virginia

Use our free business tools below to complete your West Virginia Articles of Incorporation. This is the document you file directly with the West Virginia Secretary of State to form your corporation.

If you want more, hire us to form your corporation in West Virginia. We’ll get your business stood up in minutes with a free domain, website, email, business phone, and more.

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How to Start a Corporation in West Virginia

A West Virginia corporation is a type of business entity that creates legal separation between the business and its owners (shareholders). A corporation has many of the same rights and obligations of a natural person, including the ability to enter into contracts, sue and be sued, hold assets, and pay taxes in its own name.

You need to do three things in order to start a corporation in West Virginia: appoint a registered agent, choose a name for your business, and file Articles of Incorporation with the Business Division. You can file this document online or by mail, fax, or email. The state fee to file West Virginia Articles of Incorporation is $100. Once filed with the state, this document formally creates your West Virginia corporation.

 

1. Name Your Corporation

You probably already have a name all picked out for your corporation. Before you start printing business cards, you’ll need to know if your preferred name is available. To find out, visit the West Virginia SOS Business Organization Search and browse until you find the perfect name for your corporation.

The name you choose must also follow West Virginia’s naming laws. Your corporate name must:

  • Contain the word “corporation”, “incorporated”, “company,” “corp.”, “inc.”, “co.” or a variation of these words or abbreviations.
  • Be unique among business names registered in West Virginia.
  • Not contain words like “limited liability company” or “LLC”—anything that may make your business sound like a different type of entity.

Can I reserve a name for my corporation?

Yes. If you’re just not ready to start your business, you can reserve a corporate name for up to 120 days by filing an Application for Name Reservation with the West Virginia Secretary of State, Business and Licensing Division. The filing fee is $15.

What's the difference between my legal business name and a West Virginia DBA?

The legal name of your corporation is the one listed on your Articles of Incorporation. A DBA (also called a fictitious name or assumed business name) is any name you conduct business under that’s not the legal name of your business. If you use a DBA, you must register the name with the West Virginia’s Business and Licensing Division.

Learn how to obtain a West Virginia DBA.

2. Designate a Registered Agent

Per West Virginia Code § 31D-5-501, every West Virginia corporation must appoint a registered agent (also called an “agent for service of process”). A registered agent is a person or business that accepts legal and state documents on behalf of your corporation. Your registered agent can be you, someone within your business, an outside individual or a registered agent company. Your registered agent must:

  • Have a physical street address in Wisconsin.
  • Maintain regular business hours (9am-5pm).
  • Accept legal and state mail on behalf of your corporation and forward it to you quickly.

Can I be my own registered agent?

Yes. You can act as your own registered agent—if you don’t mind listing your street address on the public record. You’ll also need to be available to accept legal and state mail in person, which means you’ll have to maintain regular business hours.

Learn why business pros use a registered agent service.

Can I change my registered agent after I form my corporation?

Yes. You can change your registered agent in West Virginia by filing an Application to Appoint or Change Address, Agent, or Officers (form AAO) with the West Virginia Secretary of State, Business and Licensing Division. The filing fee is $15.

3. Submit Articles of Incorporation

Once you know who your registered agent will be and what your corporation name is, you’re ready to file your West Virginia Articles of Incorporation. Note: The information you provide on your articles becomes part of West Virginia’s public record—permanently.

Here’s the information you’ll need to submit to the state:

  • Corporate name. Your name must include “Corporation,” “Company,” “Incorporated,” “Limited” or an abbreviation for one of these words. Tip: Most corporations keep it short and sweet with “Corp” or “Inc.”
  • Principal office. List the street address of your principal place of business. This address will be part of the permanent public record of your West Virginia corporation. Tip: Hire us as your registered agent and you can use our West Virginia address as your principal office address.
  • Principal place of business. If you have a physical location in West Virginia, include this address here.
  • Registered agent and address. For your West Virginia registered agent, you can list an individual state resident (like someone in your West Virginia corporation) or a business that provides registered agent service (like Northwest). Tip: We recommend Northwest.
  • Email address. The state will send your Annual Report notices to this email address. Like all the information in your articles, your email will become part of your public corporate record. Tip: Rather not end up with an inbox full of spam? At Northwest, we allow our clients to list our email address here.
  • Website address. If you have a website, you can include it here, but this is optional.
  • Number of West Virginia businesses. The state wants to know if you have any other West Virginia businesses (and if so, how many and in which counties). You can answer if you want, or you can tick the box that says “Decline to answer.”
  • Authorized shares. Unless you’re a non-profit corporation, you’ll need to authorize shares. List the number of shares and their par value. (Par value is the “face value” of a share that’s listed on stock certificates—typically it’s the lowest value at which a share can be traded.) Multiply the number of shares by the par value per share to get the total value of all authorized capital stock.
  • Corporation type. You’ll need to select either “non-profit/non-stock” or “for profit.” Most corporations are for profit.
  • Purpose. While your purpose is probably “making money,” don’t write that here—what the state wants to know is what kind of activity your business will engage in (like “motorcycle repair and maintenance”). Professional corporations (think doctors and lawyers) must attach a Verification of Eligibility form signed by their profession’s state licensing board.
  • Nonprofit members. Fill this section out only if you’re forming a nonprofit. If your nonprofit will have members, you’ll list the number of members as well as the classes of members you wish to include.
  • West Virginia incorporator. Your incorporator signs your Articles of Incorporation. Besides signatures, incorporators must include their names and addresses. Your incorporator can be a director, officer, or someone outside the business that you authorize to submit your Articles. Tip: We’ll be your incorporator when you hire Northwest to form your West Virginia corporation.
  • Veteran status. If meet the qualifications listed on the form to be considered a veteran-owned business, your registration fee will be waived, as well as your first four Annual Report fees.
  • West Virginia land. The state wants to know how many acres of land your corporation holds or expects to hold in West Virginia. Seriously. While it may initially seem like a bizarrely random question, it’s related to an unusual West Virginia fee requirement. If your corporation holds more than 10,000 acres, you have to pay $0.05 for each acre over the first 10K.
  • Contact person. You have the option of including a contact person’s name and number in case there’s a question or problem with your filing. Again, consider carefully before including personal information.

How do I keep my personal information out of the public eye?

Most documents filed with the West Virginia Secretary of State are public records. Anyone (including marketers and data brokers) can find your information and sell it. It’s a huge bummer. The best way to safeguard your privacy is to hire a registered agent company that allows you to use their business address on the Articles of Organization—like us. This spares you from listing your personal information on the public record.

How do I file my West Virginia Articles of Incorporation?

You can submit your Articles of Incorporation online, in person, by fax, mail, or email. You’ll need to create an account with West Virginia’s online filing portal, but it is by far the quickest way to file your articles.

Online:
West Virginia One Stop Business Portal

File by mail, in person, or by fax to any of the following offices:
Charleston Office
One-Stop Business Center
Charleston, WV 253111
Fax: (304) 558-8381

Clarksburg Office
North Central WV Business Center
200 West Main Street
Clarksburg, WV 26301
Fax: (304) 627-2243

Martinsburg Office
Eastern Panhandle Business Center
229 E. Martin Street
Martinsburg, WV 25401
Fax: (304) 260-4360

Email:
standard processing:
[email protected]

expedited processing:
[email protected]

Start Your West Virginia Corporation Today!

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4. Get an EIN

Your federal employer identification number (commonly known as an EIN or FEIN) is similar to a social security number for your business. The IRS assigns these numbers and uses them to easily identify individual corporations on tax filings, including federal corporate income tax returns.

Why does my West Virginia corporation need an EIN?

The IRS requires corporations to get an EIN for their federal tax filings, and the West Virginia State Tax Department requires an EIN when applying for a West Virginia Business Registration Certificate. You may also be asked for your EIN when opening a bank account, securing a loan, or applying for local business permits and licenses.

How do I get an EIN for my corporation?

You can get an EIN directly from the IRS. The application is free, and most businesses can apply online. However, if you don’t have a social security number, you’ll need to submit a paper application form. Can’t bear to fill out yet another application? Hire Northwest to get your EIN for you. Just add on EIN service during checkout when you sign up for our incorporation service.

5. File the Beneficial Ownership Information Report

As of January 1, 2024, most US corporations need to file a Beneficial Ownership Information (BOI) Report with the Financial Crimes Enforcement Network (FinCEN). Entities required to file the BOI Report (called reporting companies) need to provide identifying information about the company, its beneficial owners, and (for new companies) the company applicant.

  • Beneficial Owner: Includes everyone with at least 25% ownership stake in the corporation or with substantial control over company operations, such as senior officers and General Counsel.
  • Company Applicant: The person who filed your Articles of Incorporation with the West Virginia Business Division. AKA, your incorporator. Only companies formed in 2024 or later need to include company applicant information in their report.

You can file the BOI Report online via FinCEN’s E-filing system or hire us to handle it for you for $9.

What's the deadline for filing the BOI Report?

The deadline for your first BOI Report will depend on when you incorporated:

  • Companies formed before 2024—January 1, 2025.▼ Will I need to update the BOI Report?
  • Companies formed in 2024—Within 90 days of incorporation.
  • Companies formed in 2025 or later—Within 30 days of incorporation.

What information is required on the BOI Report?

You’ll need to include identifying information on each beneficial owner. Corporations formed in 2024 or later also need to provide information about your company applicant. You will also need to report some information about the corporation itself.

Beneficial owner and company applicant information:

  • Full name
  • Birth date
  • Residential or business street address
  • Personal identification document (such as a driver’s license or passport) and ID number

Company information:

  • The corporation’s legal business name
  • Any trade names/DBAs
  • Physical business address
  • State of incorporation
  • Employer Identification Number (EIN)

Will I need to update the BOI Report?

Yes. Any time information that’s required on the BOI Report changes, (such as the chief officers, company name, or address) you’ll need to file an updated report within 30 days. You can file your updated report for free through FinCEN’s E-filing system.

Does information on the BOI Report go on the public record?

No. Unlike the information on your West Virginia Articles of Incorporation, the BOI Report isn’t public record. The information on this report will only be accessible to government agencies, law enforcement, and financial institutions that need to confirm customer identity.

Are there exemptions from the BOI Report?

Yes, there are 23 classes of exemption from the BOI Report. Exemptions include (but aren’t limited to):

  • Large operating companies
  • Most financial companies, such as banks and credit unions
  • Investment companies registered with the Securities and Exchange Commission (SEC)
  • Insurance companies registered with a state or federal agency
  • Public utilities companies registered with a state or federal agency
  • Tax-exempt entities

6. Write Corporate Bylaws

Bylaws are the internal rules you set for your business. They put into writing how decisions will be made and who gets to make those decisions. All the major organizational processes and procedures for your corporation will go in your bylaws.

For more on West Virginia Corporate Bylaws (including our free West Virginia Corporate Bylaws template), see our West Virginia Corporate Bylaws resource.

Do I need bylaws for my West Virginia corporation?

Yes. WV Code § 31D-2-205 (2019) notes that bylaws shall be adopted either by the incorporators or board of directors.

You don’t have to submit bylaws to the state though. Corporate bylaws are internal documents you keep with your other corporate records, such as meeting minutes and resolutions.

How do I write bylaws?

Creating bylaws can be overwhelming—where do you start? Northwest can help. We give you free corporate bylaws when you hire us to form your West Virginia corporation. We know what kinds of topics and questions corporations need to address, and we’ve spent years refining and improving our forms. We offer many other free corporate forms as well, including templates for resolutions and meeting minutes.

What should my bylaws include?

Corporate bylaws cover basic policies and procedures for issues such as company finances and management. Bylaws should cover a range of topics, answering key questions like those below:

  • Meetings: When and where will meetings for shareholders and directors be held? How many attendees are required to transact business? What are the procedures for voting or proxy voting? How do you call a special meeting? What actions can be taken without a meeting?

  • Stock: How are stock certificates issued and transferred? How is voting affected by issues such as corporate stock owners or fractional shares?

  • Directors and officers: How many directors must there be? Which officer positions are required? What powers do they have? How do you fill a vacancy or remove a director or officer?

  • Finances: What are the procedures for retaining profits, issuing dividends, and paying bills? Who can withdraw money from the corporate bank account or sign checks?

  • Records: Where is the corporate book to be kept? What information will be maintained? How are requests for review or access honored? Can records or copies be kept or distributed digitally?

  • Amendments and emergencies: Who can amend bylaws and how? Can emergency bylaws be adopted in the case of disaster?

West Virginia bylaws can make other provisions as well, assuming additions are in accordance with state law. For example, WV Code § 31D-7-705 (2019) states that West Virginia bylaws can require that the notice of an annual meeting needs to include the purpose or purposes for which the meeting is being called. They can also require that notice needs to be given if an annual or special shareholders’ meeting is adjourned to a different date, time, or place.

7. Hold an Organizational Meeting

An organizational meeting is the first official meeting of the corporation after the business is legally formed with the state. At this meeting, bylaws are adopted, officers are appointed, and any other initial business is conducted. The first meeting minutes should also be recorded and added to your corporate record book.

Are there any special rules for West Virginia corporate organizational meetings?

If you name the initial directors in your articles, they will hold your corporation’s organizational meeting. If no directors are named in your articles, the incorporators will hold the meeting. However, if you’d rather not meet, you don’t have to—as long as the actions taken are put in writing and signed by each incorporator, your corporation can organize. The meeting doesn’t have to be held in West Virginia, either.

8. Open a Corporate Bank Account

Businesses that mix personal and business finances together risk losing their liability protections, so your corporation will need its own bank account. In addition, a corporate bank account is essential for easily accepting payments, paying bills and holding funds.

How do I open a bank account for my West Virginia corporation?

To open a corporate bank account in West Virginia, you’ll need to bring the following with you to the bank:

  • A copy of the West Virginia corporation’s Articles of Incorporation

  • The corporation’s bylaws

  • The corporation’s EIN

If your bylaws don’t specifically assign the power to open a bank account, you may also want to bring a corporate resolution to open a bank account. The resolution would state that the person going to the bank is authorized by the business to open the account in the name of the corporation. At Northwest, we provide free corporate bank resolutions, along with many other free corporate forms, to help you get started fast.

9. File West Virginia Reports & Taxes

In West Virginia, corporations file an annual report each year. In addition, the state has a corporate net income tax.

What is the West Virginia Annual Report?

The West Virginia Annual Report is a filing you must submit each year to the Secretary of State. You will update your corporation’s ownership and contact information.

How much does the West Virginia Annual Report cost?

The report costs $25 to file. Miss your filing deadline? Your fee will triple and you’ll owe $75 instead.

When is the West Virginia Annual Report due?

The filing and filing fee are due on July 1st each year.

These filings can be easy to forget—which is why we send our clients automatic reminders. Or better yet, let us file for you. With our business renewal service, we can complete and submit your annual report for you for $100 plus the state fee.

What should I know about West Virginia corporate taxes?

West Virginia has a flat corporate net income tax rate of 7.75%. State sales tax is 6%, but cities can tack on an extra percent. So many cities (including Charleston, Huntington, and Parkersburg) have a total sales tax rate of 7%.

Do corporations need to register with the West Virginia State Tax Department?

Yes, if you conduct business in West Virginia, you’re required to register with the West Virginia State Tax Department. West Virginia. You can register through the Business for West Virginia website or by filing an application for a West Virginia Business Registration Certificate. You’ll need your EIN before you can register.

Ready to Start a Corporation in West Virginia?