Starting your own business is a big step. To improve your chances for success, you need to make the right decisions. Incorporating your West Virginia business entity may be the smart choice for you. West Virginia Articles of Incorporation are filed with the Secretary of State (SOS) under Section 31D-2-202 of the West Virginia Business Corporation Act.
Once you get approval for your Articles of Incorporation, you can start operating your business as a newly formed corporation. Keep in mind that the information you provide on your form will be in the public domain and available to anyone for review.
How to Complete the Articles of Incorporation Form
The West Virginia Secretary of State requires every domestic (in-state) for-profit entity that wishes to be incorporated to file Articles of Incorporation to conduct business within its borders. The SOS’s office accepts online and mail-in filings.
For Domestic Businesses
The fastest way to register a domestic corporation in West Virginia is to file Articles of Incorporation online. Here are the details you need to provide:
- Your business should have a unique and relevant name to get noticed. You must choose a name that doesn’t match any existing entity in the state. You can do a business name search at WV SOS – Business and Licensing – Corporations – Online Data Services. When you find a name that fits, you can use our name reservation service to make sure no one takes it while you’re getting your paperwork in order.
- The number of shares that the corporation will be authorized to issue, along with the par value or a statement that the shares will have no listed value.
- Per Section 31-5-501 of the West Virginia Business Corporation Act, every organization in this state should have a registered agent. It may be listed as the Agent of Process on application forms. A registered agent can be an individual or business entity with a street address located in the state. However, your corporation cannot act in this capacity. To reduce your stress and worries about being in the office during standard business hours, use our registered agent services.
- The name and address of each incorporator of the business.
- The specific purpose for the formation of the business entity.
- An email address where notices and reminders to file annual reports may be sent.
- The physical address of your principal office.
- Signature of each incorporator or organizer with the date.
For Foreign Businesses
A foreign business refers to an entity incorporated in another state or country but looking to do business in West Virginia. If your business falls into this category, you need to file an Application for Certificate of Authority with the West Virginia Secretary of State. Per section 31D-15-1501, provide the following information to file this form:
- Name of your foreign corporation.
- State what state it was formed in.
- The date of incorporation and the period of existence.
- The complete address of the registered principal office.
- Name and address of the registered agent.
- Business addresses and details of current managers, officers, and directors.
- Purpose for conducting business in West Virginia.
- Email address for receiving official notices and reminders.
Foreign corporations must also submit a Certificate of Good Standing (or the equivalent) from state where you initially incorporated.
How to Select a Business Name in West Virginia
Find a suitable business name in compliance with section 31D-4-401 at West Virginia Code | §31D-4-401 (wvlegislature.gov). Your business entity should have a distinguishable name that’s not being used by another West Virginia business. If a similar one is in use by another entity, your filing may be rejected by the SOS.
When you find a unique name you like, you’ll need to decide on an official corporation designator to add to it. In West Virginia, you can choose from any of the following approved designators or their abbreviations for your corporate name: Corporation (Corp.); Incorporated (Inc.); Company (Co.); Limited (Ltd.); or Foundation (only for nonprofit corporations).
To check name availability, call the State Business Division or conduct an online search via the official database. If you need more time to register your documents, you may reserve your name. It’ll keep your name available for 120 days from the reservation filing.
You may skip these steps and conveniently register with the ZenBusiness name reservation services, which will help find, select, and reserve a suitable business name.
Optional Information to File West Virginia Articles of Incorporation
Your Filing for West Virginia incorporation may include some information as defined by Section 31D-2-202. Per the statute, you don’t have to furnish the following:
- Any provisions not covered by the West Virginia Business Corporation Act
- Names and addresses of initial directors
- Company’s bylaws
Include these supplemental forms if they apply
- Provide your state license for incorporating.
- Form SMD-1 if the business is a scrap metal dealer.
- Veterans Affairs Form DD214 for exemption from the filing fee.
- Foreign entities also have to submit a Certificate of Good Standing or Certificate of Existence. This legal document, issued in the state of incorporation, certifies your compliance with state laws there.
How to Submit the Articles of Incorporation Form
The SOS office accepts mail-in filings as well as online filings. Filing online is the quickest method.
Once your Articles of Incorporation are submitted and processed successfully, your business is officially recognized as a corporation by the state of West Virginia. If you’re looking for a little assistance in the process, ZenBusiness can help you complete your articles with our business formation plans.
West Virginia Articles of Incorporation FAQs
- What does it cost to incorporate in West Virginia?
Check the West Virginia Secretary of State website to see what the most current information is on fees and methods of payment available.
- How long does the incorporation process take in West Virginia?
The West Virginia SOS’s Business Division takes five to 10 working days to process a standard request. If you expedite the process, it can be done in 24 hours, two hours, or one hour by paying the applicable additional fee.
- Who processes the West Virginia Articles of Incorporation?
The Business and Licensing Department of the West Virginia SOS.
- What West Virginia statute governs the West Virginia Articles of Incorporation?
Statute 31D-2-202 governs the requirements of the West Virginia Articles of Incorporation.
- Do I need an attorney to file the West Virginia Articles of Incorporation?
You aren’t legally required to hire an attorney to file the Articles of Incorporation.