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1Virginia LLC Formation
To form an LLC in Virginia, you'll need to file Articles of Organization with the Virginia Secretary of State.
Formation Details
- Filing Fee: $100
- Processing Time: Online: often same day (CIS); Mail: varies
- Official Website: https://www.scc.virginia.gov
2Annual Report Requirements
Virginia requires LLCs to file a annual report to maintain good standing with the state.
Annual Report Details
- Filing Fee: $50
- Due Date: Last day of the month the LLC was organized or registered (anniversary month) each year
- Frequency: Annually
3Registered Agent Requirements
Virginia requires all LLCs to maintain a registered agent.
Can You Be Your Own Registered Agent?
Yes, you can serve as your own registered agent in Virginia.
Requirements: Must be an individual Virginia resident with a physical Virginia street address (not a PO Box), or a business entity authorized to do business in Virginia. Must be available during regular business hours to accept legal documents.
4Foreign LLC Registration
If your LLC was formed in another state but you want to do business in Virginia, you'll need to register as a foreign LLC.
Foreign LLC Registration
- Registration Fee: $100
- Requirements: Application for Registration as a Foreign LLC (Form LLC-1052), typically with a certificate of good standing/existence from the home state, and a Virginia registered agent with a physical Virginia address.
5Virginia LLC Taxes
Virginia does not impose a franchise tax on LLCs. Pass-through LLCs are generally not taxed at the entity level. Members may owe Virginia individual income tax (graduated rates up to 5.75%) on their share of LLC income if they are Virginia residents or have Virginia-source income.
6Penalties for Non-Compliance
Late Filing Penalties
$25 penalty if the annual registration fee is not received by the due date.
Administrative Dissolution Risk
If the annual registration fee remains unpaid, the SCC can cancel the LLC (typically after the third month following the due date). Reinstatement generally requires an application and payment of all overdue fees and penalties.
Key Considerations for Virginia LLCs
- Low $100 formation fee — one of the most affordable in the US
- Annual registration fee: $50, due by last day of the anniversary month
- No franchise tax on LLCs — entity level is not taxed
- Members may owe Virginia individual income tax (up to 5.75%) on their share of income
- Registered agent must have a physical Virginia address
- Online filing through the Virginia State Corporation Commission (SCC)
Important Disclaimer
This article is for informational purposes only and does not constitute legal advice. LLC requirements, fees, and deadlines change frequently. Always verify current requirements with your state's Secretary of State office before making business decisions.
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Official Resources
For the most up-to-date information, always check the official Virginia Secretary of State website:
https://www.scc.virginia.gov