Start an LLC in Virginia

The first step in starting an LLC is choosing a business name. You can find Virginia’s rules for naming your LLC in Va. Code §13.1-1012. Essentially, the name of your LLC must:

• Include an indicator like “limited liability company,” “limited company,” or “LLC.”
• Not include words like “partnership” or “incorporated”—anything that could make your LLC sound like a different type of entity.
• Be distinctive (unique) among other Virginia businesses.

Already have a business name? Check to see if it’s available.

Virginia requires all LLCs to have a registered agent—an individual or business that accepts legal and state documents on behalf of your company. You’ll need to list your registered agent’s address on the Articles of Organization, so definitely appoint one before forming your LLC.

Learn why the pros use a registered agent service.

To start an LLC in Virginia, you must file Articles of Organization with the State Corporation Commission and pay the $100 filing fee. The form can be submitted online, by mail, or in person. Paper filings will take 3-5 business days after receipt to process. Online filings will be processed the same day they’re received.

Note: All of the information on this form will become part of the public record.

You’ll need to include the following information on your Articles of Organization:

• Company name. Include an indicator such as “limited company” or “LLC.”
• Registered agent name. List the name of your registered agent. You may list an individual or business entity.
• Registered agent address. In most cases, this must be a street address. However, some exceptions exist for rural areas and cities with less than 2,000 residents.
• Principal address. This must be a street address and can be located outside Virginia.
• Organizer’s name and signature. This is the person who signs and files your Articles of Organization. It doesn’t need to be anyone otherwise associated with the business.

An operating agreement is a legally binding document that outlines the provisions for how your LLC will function. It’s the nuts and bolts—everything from how profits will be distributed to how the business will eventually be dissolved.

Check out our attorney-drafted Virginia LLC Operating Agreement.

An employer identification number (EIN) is a unique number the IRS uses to identify your business on tax filings. It essentially acts like a social security number for your LLC. You can apply for an EIN through the IRS website or submit a paper form. There’s no filing fee.

Learn How to get an EIN for your LLC.

In January 2024, a new law goes into effect requiring most Virginia LLCs to file a Beneficial Ownership Information (BOI) Report with the Financial Crimes Enforcement Network (FinCEN). For LLCs formed in 2024, the deadline to file the BOI Report is 90 days after company formation. Starting in 2025, new LLCs will only have 30 days after formation to file the report. If your LLC was organized prior to 2024, your deadline for the BOI Report is January 1, 2025.

On your BOI Report, you’ll provide identifying information about your company applicant and the LLC’s beneficial owners, as well as information about the LLC itself.

Beneficial Owners are anyone with at least 25% membership interest in your LLC. Additionally, anyone with substantial control over an LLC’s operations or finances (such as a manager or financial officer) is also considered a beneficial owner.

Your LLC’s Company Applicant is the person who filed the LLC’s Virginia Articles of Organization with the State Corporation Commission. This role is also known as an LLC organizer.

You’ll need to open a bank account for your LLC. Why? An LLC is considered a distinct entity, separate from its owners. That separation is what gives you limited liability protection. Unfortunately, mixing personal and business finances could put your protection at risk.

To open an account for your Virginia LLC, you’ll need to bring the following to your local bank:

• Virginia LLC Articles of Organization (a copy is fine)
• the LLC’s operating agreement
• the LLC’s EIN
• an LLC Resolution to Open a Bank Account (if your LLC has more than one member).

If your LLC has more than one member, use our free LLC Resolution to Open a Bank Account.

You formed your LLC and opened a bank account. Now, it’s time to fund it. Members should make an initial contribution to pay for their membership interest. Typically, initial contributions are made by writing a check or depositing cash into the company’s bank account. But, members can also contribute property or services to the LLC. However, keep in mind that these types of contributions can trigger tax events.

Although Virginia LLCs aren’t required to file an annual report, you will need to pay a $50 annual registration fee to the State Corporation Commission.

Want to avoid the hassle? Let us handle the Virginia Annual Registration for you!

*This is informational commentary, not advice. This information is intended strictly for informational purposes and does not constitute legal advice or a substitute for legal counsel. This information is not intended to create, nor does your receipt, viewing, or use of it constitute, an attorney-client relationship. More information is available in our Terms of Service.