Virginia Incorporation Services
To start a corporation in Virginia, you must file Articles of Incorporation with the State Corporation Commission. You can file the document online or by mail. The Articles of Incorporation cost a minimum of $75 to file. Once filed with the state, this document formally creates your Virginia corporation. However, to actually ready the corporation to do business, you must complete several additional steps.
Starting a Virginia Corporation Guide:
Virginia Corporation Filing Options
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Virginia Articles of Incorporation free download. When you're done filling out the form, submit it to your state.
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Our free account and tools will walk you through starting and maintaining a Virginia corporation. All for free.
Includes registered agent service, bylaws & more.$301.95 Total
Virginia Articles of Incorporation Requirements
To form a Virginia corporation, you must complete and file the Articles of Incorporation with the State Corporation Commission. See the document below and click on any number to see what information is required in the corresponding section.
Your name must include “Corporation,” “Incorporated,” “Company,” “Limited” or an abbreviation for one of these words. Tip: Want to keep it short and sweet? Most corporations go for “Corp” or “Inc.”
List how many shares you’re creating. Note that the fees for both the Articles of Incorporation and your Annual Report are based on the number of shares you authorize. If you have multiple classes or series of shares, you’ll also need to attach a description with the name, number, rights and limitations of each share type.
List either a business (but not your own) or an individual Virginia resident (such as yourself or someone in your corporation). Tip: Wouldn’t it be wild if we didn’t recommend Northwest at this point?
This Virginia street address is where your agent will be available to accept legal notifications for your business. Like all the information in your Articles, this address will become part of the permanent public record of your corporation. Tip: When you hire Northwest, our Virginia address goes here.
Your principal office is your main business address. Tip: This section is optional, so many corporations skip it to avoid handing out unnecessary information.
List the names and addresses of your initial directors. Tip: Again this information will be public, so instead of personal addresses, you can list a business address or registered agent address (like ours).
Your incorporator signs your Articles of Incorporation. You must have at least one incorporator, and all incorporators must include their names, addresses and signatures. Your incorporator doesn’t have to be a director or officer—just someone you authorize to submit your Articles. Tip: We’ll be your incorporator when you hire Northwest to form your Virginia corporation.
Including your phone number is optional—and if you include it, you’ll almost certainly end up with a flood of telemarketers since public documents attract data-sellers like moths to a flame. Long story short, think twice before publicly listing your number.
How much does it cost to start a Virginia corporation?
$75 for most corporations. The state filing fee is $25, but there’s also a charter fee based on how many authorized shares you have. The charter fee is $50 for up to 25,000 shares (add $50 for each additional 25K of shares). The charter fee tops out at $2,500 for over a million shares. Filing online? There’s an online convenience fee of around 2.5%.
Hire Northwest to form your Virginia corporation, and your total out-the-door cost is $301.95 for corporations with up to 25,000 shares. Our price includes state fees, a full year of registered agent service, and loads of forms and tools to help you get your corporation up and running.
How long does it take to start a Virginia corporation?
You can get approval right away if you file online. If you mail your paper filing, it will take 28 days for the SCC to process your filing.
If you hire Northwest to start your corporation, we typically have your Virginia corporation formed within 1 business day.
Does a Virginia corporation need a registered agent?
Yes, your corporation must appoint and maintain a Virginia registered agent. Your agent must be available to accept legal notifications at the Virginia street address that you list in your public incorporation documents, like your Articles of Incorporation.
So who can be an agent? Authorized businesses and individual Virginia residents. You can even be your own agent—if you don’t mind publicly listing the address where you’ll be. Public filings are a goldmine of data for solicitors, data-sellers and general busybodies, meaning your privacy will take a bit of a hit (and you’re sure to end up on a bunch of mailing lists). As an agent, you’re also supposed to be regularly available at the address you list. If you have meetings to attend, errands to run and investors to woo, you may not want to be stuck at your desk.
That’s why many corporations choose to hire a registered agent service like Northwest. We’ve been providing expert registered agent service to Virginia corporations for years. We list our Virginia address in your public documents (instead of yours), and we’re ready and waiting there so that you’re free to run your business from wherever you are—whether that’s hobnobbing in DC or hiking Shenandoah.
Create Bylaws for Your Virginia Corporation
Do I need bylaws?
Absolutely. Starting a business in Virginia is a lot like driving in Virginia. Some days, you’re backed up on the 495. Other days, you’re starting down a section of the Blue Ridge Parkway just to find it closed off from storm damage. Or, maybe a handful of VCU students are just standing out in the middle of the street, having too good of a time to notice you trying to navigate around them.
In much the same way, your corporation is going to hit a few roadblocks every now and then too. Little ups and downs are usually pretty manageable, assuming you took the time to iron out all the details for your corporation’s policies and procedures in your bylaws.
Why are corporate bylaws important?
When you run into those inevitable obstacles, you need to know what to do and who’s in charge. Who’s authorized to sign a contract or open a bank account? How many board members are needed to vote on a resolution? How are board members and officers replaced? What classes and series of shares come with voting rights? Who can call a meeting? If your policies and procedures are neatly in place, a little problem is less likely to stop you in your tracks.
How do I begin writing bylaws?
Creating bylaws is essential—but where do you begin? Northwest can help you get started on the right foot. When you hire us to form your Virginia corporation, we give you free corporate bylaws. We also give you free resolutions, meeting minutes templates and more—everything you need to organize your corporation. Check out the free corporate forms we provide to help corporations form and maintain their businesses.
Get an EIN for Your Virginia Corporation
Do I have to get a tax ID number (EIN)?
Absolutely. The IRS requires your corporation to get an EIN for federal tax filings, and Virginia localities typically require your EIN to register for BPOL taxes. You can fill out the IRS’s EIN application and submit it for free.
Or, if you’d rather save some time and paperwork, you can hire Northwest to get your EIN for you. You don’t even need an extra form—just tick the box that says “EIN service” during checkout when you sign up for our Virginia incorporation service.
Open a Bank Account for Your Virginia Corporation
To open a corporate bank account, you will need to bring the following to the bank:
- A copy of the Virginia corporation’s Articles of Incorporation
- The Virginia corporation’s bylaws
- The Virginia 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 that states that the person going to the bank is authorized by the business to open the account in the name of the corporation.
We recommend calling your bank ahead of time before going in and asking what their requirements are. Most banks don’t open corporate accounts nearly as frequently as personal accounts, so some bankers may be unfamiliar with their own bank’s requirements. As frustrating as that may be for you, calling ahead will help save you from being super annoyed when you walk into the bank.
Obtain a Business License
Does a Virginia corporation need a business license?
Most likely. While the Commonwealth of Virginia itself doesn’t have a general business license,local areas (counties or municipalities) usually assess a gross receipts tax called the Business, Professional and Occupational License (BPOL) tax. Registering for the BPOL usually requires filing for a local business license.
File Virginia Corporation Reports
What is a Virginia Annual Report?
Your Virginia Annual Report is a form you file each year to confirm or update your basic ownership and contact information (such as your directors and registered agent). Note that if you make any director or officer changes, you can’t file online—you’ll have to request your form from the Clerk’s Office and mail your report, so be sure to give yourself plenty of time.
The fee you pay ranges from $100 to a whopping $1,700—it depends on how many authorized shares you have. If you have fewer than 5K shares, you’ll pay $100. And if you forget to file? You’ll be stuck with a 10% late fee—and after 4 months, the SCC will dissolve your corporation. Yikes.
Avoid these late fees and penalties with Northwest as your registered agent. We’ll help you stay in compliance by sending you report reminders. Or, for $100 plus state fees, you can hire us to prepare and submit your Virginia Annual Report on behalf of your corporation.
How much does a corporation in Virginia cost each year?
At least $100. This is the minimum annual registration fee required along with your Virginia Annual Report.
Pay Corporate Taxes
What are the taxes for a Virginia corporation?
Virginia’s corporate net income tax rate is a flat 6%. Counties and municipalities also typically assess a Business, Professional and Occupational License (BPOL) tax, a form of gross receipts tax. BPOL rates vary by business activity but top out at $0.58 per $100 for some professional and financial services.
Virginia’s sales tax rate is 4.3%. Local areas can tack on additional sales taxes, so customers at the counter tend to pay between 5% and 6% in total. Most major cities (Virginia Beach, Norfolk, Chesapeake, Arlington, etc.) have a 6% total sales tax rate.