Starting a company of your own in Virginia is an exciting prospect. You will get to be your own boss, overseeing every aspect of operations. Still, the legal paperwork that comes with establishing your company as a legal entity might seem daunting at first. 

Creating a limited liability company (LLC) in Virginia doesn’t have to be complicated. It just requires knowing which steps to complete at which time. This guide can provide you with a comprehensive how-to, taking you through the procedure from start to finish.

To form an LLC in the Old Dominion, you have to register your business with the Virginia State Corporation Commission. Before you can file this paperwork, however, you have to complete a couple of other steps, including choosing an LLC name, designating a registered agent, and formulating an operating agreement.

As part of establishing an LLC, you also have to apply for an Employer Identification Number (EIN) with the IRS. Finally, you have to figure out your tax obligations at the federal and state levels. 

While it might sound like a lot, these requirements can be accomplished through a planned, step-by-step approach. You can get additional help by using our services here at ZenBusiness. The below points break down the process into manageable actions, allowing you to get on your path to establishing your own LLC.

Step 1: Name your Virginia LLC

A well-chosen business name helps to attract future clients by providing insights into what services or products your company offers. A formally designated business name is also a legal requirement for your LLC to be recognized by the Virginia government. While you want a business name that’s clear and catchy, there are also legal requirements to consider as you brainstorm your brand’s alias. Keep the following points in mind as you consider prospective ideas:

• Your LLC name must be one-of-a-kind in the state. Virginia law does not allow duplicates of formal business names. Even if you think you’ve found the perfect moniker for your LLC, you can only use it if no other Virginia business has claimed it. To determine whether this is the case, conduct a Virginia business name search.
• Your official business name must include a specific version of the term “limited liability company.” If your business is going to be an LLC, the official name must recognize this fact. “Limited liability company” or an accepted variation of it must be incorporated into the name. You can choose how you want to do this. Acceptable options include “limited company,” “L.C.,” “LC,” “LLC,” or “L.L.C.” Whatever you decide on, it must be included at the end of your business name.
• Some words can’t be included. Words like “corporation” cannot be included, and there are specific words like “engineer” that can’t be used unless you prove your business legally provides this service. For additional information, visit the Virginia State Corporation Commission website.

After conducting your Virginia company search you should have settled on a unique name. You may want to make sure nobody else takes it before you can formally register your LLC with the state. To protect it, you can use our business name reservation service. We’ll take care of the paperwork with the Virginia Corporation Commission, and your chosen name will be reserved for 120 days. This gives you time to complete the LLC formation’s remaining steps without worrying that your business name will be stolen. 

When you’re coming up with a business name, it’s wise to also consider whether you can secure a matching domain name so that your future website can be easily found online. We have a tool to help you do a preliminary domain name search, and our domain name registration service can help you secure the online name that will best serve your company.

There are a few other things you may want to consider when deciding on your Virginia LLC name. One thing is a Virginia fictitious name. Commonly referred to as a DBA or “Doing Business As” in other states, a fictitious name is another name you can use for your business. There’s a small filing fee for this. 

Finally, to make sure you’re entirely in the clear with your business name, visit the United States Patent and Trademark Office website to see whether your business name or logo is federally trademarked. Trademarks can also happen at the state level. To find out more and/or apply for a state trademark, go to the Virginia Corporation Commission website page for trademarks.

Step 2: Appoint a registered agent in Virginia

Every LLC in Virginia must appoint a registered agent. This person is responsible for receiving legal documents for the business. For example, if a future client sues the company, the papers will be served to the Virginia registered agent as the business representative. The registered agent must be a legal resident of Virginia. They can also be a corporation that is permitted to do business in the state. In either case, they must have a physical address in the state. A P.O. box is not sufficient because legal paperwork like subpoenas is required to be delivered in person. Although you technically are permitted to designate yourself as a registered agent, this is not advisable.

For one thing, having someone serve you papers for a lawsuit at your business can cast a negative light on your business. One affordable solution is to hire an outside registered agent. This individual can receive paperwork on your behalf, without jeopardizing your business’s integrity. Another benefit of a registered agent service like ours is that we will store your paperwork securely in your digital dashboard, keeping them safe and organized. Some additional benefits of a registered agent service include:

• You can have an office in every state where you do business. If operating as a foreign (out-of-state) LLC in other states, using a registered agent service can allow you have a registered office in that state.
• It will be easier to move your business if needed. If you have to change your Virginia business location in the future, you won’t have to deal with the extra paperwork required to update your address because you are using a registered office as your business address.

Step 3: File Virginia Articles of Organization

The next step is to register with the Virginia State Corporation Commission. It can be intimidating and/or complicated for many people to file official government documents like this, which is why we’re here. With our business formation plans, our trained professionals handle the filing for you to make sure it’s done quickly and correctly the first time. But, even though we can handle this for you, we’ll show you how the process works below.

You must submit the Articles of Organization of a Virginia Limited Liability Company (Form LLC1011). This two-page document covers relevant details about your business. You need the following information to complete the form:

• Your LLC’s name
• Your registered agent’s name and address
• Your LLC’s principal office address
• The Articles of Organization must be signed and dated by the organizer, the authorized person filing the papers, and include their name and phone number. If you are filing the paperwork for an LLC of your own, you are the organizer.

You can file the Articles of Organization with the Virginia State Corporation Commission (SCC) Clerk by mail or online. A filing fee must be paid upon submission. For a paper filing, send a check payable to the State Corporation Commission. For online filing, you can pay via credit card or e-check.

If you have us handle filing your Articles of Organization, once the state approves your LLC, your paperwork will be available from your ZenBusiness dashboard, where you can keep it and other important paperwork digitally organized. 

Once you get your physical paperwork back from the state approving your new LLC, you’ll likely want to keep it in a safe place along with your other important business documents, such as your operating agreement, member certificates, contracts, compliance checklists, transfer ledger, etc. We offer a customized business kit to help you keep these important documents organized and looking professional.

By now you’re realizing how often you’ll need to give out an address for your new LLC. That can be unsettling for some business owners, especially those running their company from home. In instances where you’re not required to give the registered agent address or official principal address for your business, a virtual business address can come in handy. 

With our virtual business address service, we supply you with a physical street address where you can have your mail sent without divulging your real address to more people than necessary. Then we can send that mail to the address of your choice.

Step 4: Create an operating agreement

Virginia law does not require you to provide an operating agreement to establish your LLC. Still, it’s very wise to take this step when you are establishing your business, as it can help establish the rules for running your LLC.  An operating agreement sets out the precise guidelines that your business will refer to in its day-to-day operations. This may include details such as:

• Who owns the LLC
• Rights and responsibilities of managers
• How profits are to be distributed
• Technicalities regarding change of ownership

If you are establishing an LLC with other people, the operating agreement can help avoid conflicts. Additionally, potential investors may ask to view an operating agreement before putting money into an LLC. Finally, a Virginia operating agreement further separates your business from you as a person in the eyes of the courts, helping you avoid personal liability in case of lawsuits.

Not sure how to create an operating agreement for your LLC? We offer a customizable template to help get you started.

Step 5: Apply for an EIN

To ensure you are tax compliant, you may need to obtain an Employer Identification Number (EIN). This is similar to the tax identification number assigned to individuals. It’s basically an identifier for your LLC and will be needed for tasks like hiring employees and paying taxes on your LLC’s profits.

You need an EIN if your LLC has two or more members. If you are a one-person LLC, you still must obtain an EIN if you plan to have employees or if you choose to have your LLC taxed as a corporation, not a sole proprietorship. You can get an EIN through the IRS website, by mail, or by fax, but if you’re not fond of dealing with that particular government agency, we can get it for you. Our EIN service is quick and eliminates the red tape.

Even if your LLC doesn’t require an EIN, it can be useful for other reasons. It allows you to further differentiate your personal finances from those of your LLC, for example, or it can be used to open a business bank account.

There are also state taxes to take into account. If you have employees or are selling goods that incur a sales tax, you must register with the Virginia Department of Taxation. You can do this via mail using the Virginia Department of Taxation Business Registration Form (Form R-1) or online via the VATAX online service.

Once you’ve secured an EIN, you’ll be able to open a business bank account. Having separate accounts for your business and your personal banking is critical for sorting out your finances at tax time and helps you avoid commingling funds. Commingling funds makes your taxes more difficult, and it could also be used against you if someone takes you to court to challenge whether you and your LLC are really separate entities (i.e., they want to sue you for not just your business assets, but also your personal assets).

We have partnered with LendingClub to offer our clients a discounted business bank account. This allows for unlimited transactions, online banking, a debit card, and more. When you want to authorize others in your business to use the account, we offer a banking resolution template to simplify the process.

For further help managing your new business’s finances, check out the ZenBusiness Money App. It can help you create invoices, receive payments, transfer money, and manage clients all in one place.