How to Start an LLC in West Virginia
An LLC (limited liability company) is a business structure that offers limited liability protection, certain tax benefits, and flexible management options. To start an LLC in West Virginia, you must file Articles of Organization with the West Virginia Secretary of State, Business and Licensing Division and pay the $100 filing fee. But the first steps you'll need to take are choosing a name and a registered agent for your LLC. It takes 5-10 business days for the state to process Articles of Organization after they receive them unless you pay for expedited service. Here, we provide step-by-step instructions for starting a West Virginia LLC and getting it ready for business.
Ready to Start a West Virginia LLC?Get Started
Name Your LLC
Designate a Registered Agent
Submit LLC Articles of Organization
Write an LLC Operating Agreement
Get an EIN
Open a Bank Account
Fund the LLC
File reports + taxes
1. Name Your LLC
Choosing a business name is the first step in starting your LLC. You can find West Virginia’s rules for naming your LLC in WV Code §31B-1-105. Here’s the bottom line. Your LLC’s name must:
- Include an indicator like “limited liability company,” “LLC,” or “Ltd. Co.”
- Not include “corporation,” “limited partnership,” or other words that might make your LLC sound like a different type of entity.
- Be original (not identical or too similar to an existing West Virginia business).
Already have a business name? Check to see if it’s available.
Can I reserve a business name in West Virginia?
Yes. If you’re waiting to form your LLC, you can reserve your business 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 LLC’s name and a DBA (doing business as) name?
The legal name of your LLC is the one listed on your Articles of Organization. A DBA (also called a fictitious name or assumed business name) is any name you conduct business under that’s not the LLC’s legal name or your own personal name. If you use a DBA, you must register the name with the West Virginia Secretary of State, Business and Licensing Division.
Learn how to obtain a DBA.
2. Designate a Registered Agent
Next, you should appoint a registered agent. A registered agent is a person or business that accepts legal and state documents on behalf of your LLC. Your registered agent can be you, someone within your business, an outside individual or a registered agent company.
If you appoint a registered agent, you’ll be required to list their information on your Articles of Organization.
Learn why business pros use a registered agent service.
What does a registered agent do?
Requirements for a registered agent in West Virginia are outlined in WV Code §31B-1-108. At a minimum, your registered agent must:
- Be a West Virginia resident or a business authorized to conduct business in West Virginia.
- Have a physical address in West Virginia.
- Accept legal and state documents on behalf of your LLC and get them to you quickly.
- Maintain regular business hours.
Can you be your own registered agent in West Virginia?
Yes. You may 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.
Can I change my registered agent after I start an LLC?
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 LLC Articles of Organization
To start an LLC in West Virginia, you’ll need to submit Articles of Organization with the West Virginia Secretary of State, Business and Licensing Division. You’ll need to pay $101 to file online and $100 to file in person or by fax or email. Standard processing takes 5-10 business days after receipt. The state also offers expedited service: $25 (next day), $250 (two hours), or $500 (one hour).
Note: All of the information on this form will become part of the public record.
The West Virginia Articles of Organization are notoriously long, so buckle up. You’ll need to provide the following information:
- Company name. Include an indicator like “limited liability company,” “L.L.C, “ or “LLC.”
- LLC type. Indicate whether your LLC will be a standard LLC or a professional LLC. Professional LLCs offer services that require special licensing (think attorneys, architects, and doctors) and must attach additional paperwork.
- Principal office. This address can be outside of West Virginia and is typically where your LLC keeps its business records.
- Mailing address. Optional: add a mailing address. This address can be a PO box and located outside of West Virginia.
- Designated office. This address must be a physical address located in West Virginia.
- Registered agent name and address. Whoever will accept service of process on behalf of your LLC.
- Business email. The state will send annual report reminders to this email address.
- Business website. You may enter your website address or leave it blank.
- Number of WV businesses. Check “yes” if you have additional businesses in West Virginia or check “decline to answer” to skip.
- Organizer name and address. The person filing your articles.
- Duration. If you want your LLC to exist indefinitely, select “at-will.” If your LLC will dissolve after a set period of time, check “term” and list the number of years your LLC will exist.
- Management. Indicate whether your LLC will be member-managed or manager-managed. You’ll also need to include the names and addresses of all members or managers.
- Member liability. If you want one or more members to be liable for specific debts or obligations, you can select “yes” in this section.
- Purpose. Briefly describe your business activity (for example: “real estate” or “computer repair”). If your LLC plans to act as a litigation financier, you’ll need to attach the Application for Registration as a Litigation Financier.
- Scrap metal dealers. If your LLC is a scrap metal dealer, you’ll need to attach the Scrap Metal Dealer Registration Form.
- Other provisions. You can attach extra information about your LLC or skip.
- Pages attached. If you’re attaching additional pages, include the total number here.
- Effective date. You can delay the start of your LLC for up to 90 days or skip.
- Veteran-owned organizations. Your filing fee may be waved if you qualify under WV Code §59-1-2a. You’ll need to attach a copy of your Veteran Affairs Form DD214.
- Contact person. If there’s a problem with your filing, the West Virginia Secretary of State will reach out to this person.
How can I keep my personal information off the public record?
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.
What’s the difference between a member-managed and a manager-managed LLC?
The members (or owners) in a member-managed LLC are responsible for the business’s day-to-day operations—tasks like hiring employees, paying the bills, and ordering inventory. In a manager-managed LLC, the members hire managers to take on the company’s daily responsibilities. Whoever managers your LLC will have the power to enter into contracts and open bank accounts, among other things.
For help with deciding which management structure will work for you, see our page on LLC Member Vs Manager.
How do I file the West Virginia Articles of Organization?
You can submit your Articles of Organization in person, by fax, or email.
File in person or by fax to any of the following offices:
One-Stop Business Center
Charleston, WV 253111
Fax: (304) 558-8381
North Central WV Business Center
200 West Main Street
Clarksburg, WV 26301
Fax: (304) 627-2243
Eastern Panhandle Business Center
229 E. Martin Street
Martinsburg, WV 25401
Fax: (304) 260-4360
4. Write an LLC Operating Agreement
Your LLC’s operating agreement is a legally binding document that specifically outlines the rules, regulations, and provisions for how your company will run. It’s the nuts and bolts—everything from how profits and losses are distributed to eventually dissolving the LLC.
Check out our attorney-drafted West Virginia LLC Operating Agreement.
Does West Virginia require an LLC to have an operating agreement?
Your West Virginia LLC isn’t legally required to have an operating agreement. Per WV Code §31B-1-103, members “may” create an operating agreement to govern the business and its members.
That said, an operating agreement might be your LLC’s most important document. Without one, your LLC will be subject to West Virginia’s default LLC statutes, which may not work well for your business.
What should be included in an operating agreement?
Your operating agreement should explain how your LLC will handle major events—everything from voting laws to potential mergers. Here is a list of common topics covered by operating agreements:
- initial investments
- profits, losses, and distributions
- voting rights, decision-making powers, and management
- transfer of membership interest
- dissolving the business
You can include pretty much anything in your operating agreement that doesn’t violate West Virginia law or the Articles of Organization.
Does a single-member LLC need an operating agreement?
Yes. Although you probably won’t need to resolve any arguments with yourself, an operating agreement is essential for opening a bank account and supporting your LLC’s liability protection. So taking the time to create an operating agreement will be well worth it—especially if you ever face a lawsuit.
5. Get an EIN
An employer identification number (or EIN) acts as a social security number for your LLC. The IRS assigns the unique nine-digit number and uses it to identify your LLC on tax filings. You can apply for an EIN through the IRS website or file a paper form. There is no fee.
Do I need an EIN for my West Virginia LLC?
Yes. Although you’re only required to obtain an EIN if you hire employees or elect to be taxed as a corporation, having an EIN will be necessary for opening a bank account for your LLC. Plus, having an EIN means you can avoid giving vendors your social security number. So we’d say having an EIN is essential for your business.
What To Do After Forming Your West Virginia LLC
6. Open a Bank Account
Your LLC will need a bank account. Why? An LLC is considered a separate entity from its members, but only as long as you maintain that separation. The separation is what allows you to have limited liability protection. Mixing personal and business finances erodes that separation and could put your protection at risk.
To open a bank account for your LLC, you’ll need to bring the following to the bank:
- West 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.
7. Fund the LLC
You formed your LLC and opened a bank account—time to fund your business. Members typically make an initial contribution by writing a check or depositing cash into the LLC’s bank account to pay for membership interest. Members can also make contributions via property or services, but these kinds of contributions can trigger tax events. So, if you or another member decide to go that route, you may want to seek professional tax advice.
What is LLC membership interest?
Membership interest is the percentage of ownership you have in the LLC. Typically, a member’s interest is correlated to the amount they initially contributed to the business. For example, let’s say you invest $7,000 in your LLC and your partner invests $3,000. In this case, you would own 70% of your company and your partner would own 30%. Membership interest is often equal to your voting power as well, so in this example, you would have decision-making power in the LLC (unless another voting arrangement is established in the operating agreement).
8. File State Reports & Taxes
West Virginia requires all LLCs to file an annual report each year with the West Virginia Secretary of State, Business and Licensing Division. The report allows the state to remain updated on your LLC’s information. The filing fee is $26 (online) or $25 (paper).
Concerned you’ll miss the deadline? Let us file your annual report for you.
When is the West Virginia Annual Report due?
In West Virginia, your annual report is due between January 1 and July 1 each year. If you miss the deadline, you will have to pay a $75 penalty fee.
How are West Virginia LLCs taxed?
West Virginia LLCs that keep their default tax status are taxed as pass-through entities. Meaning, profits are distributed to members, who report their earnings on their personal tax returns. Members of an LLC are also required to pay the federal self-employment tax (15.3%). Your LLC can also file paperwork with the IRS to be taxed an S-corp or C-corp.
Learn more about S-Corp Vs LLC tax designation.