How to Start an LLC in Virginia in 2026: SCC Filing, Annual Fee and First-Year Cost

Virginia makes forming an LLC quick and cheap. You file articles of organization with the State Corporation Commission (SCC), pay $100, and an online filing is often approved the same day. What catches people out comes afterwards. Virginia has some of the tightest registered agent rules in the country, and the $50 annual registration fee has a hard deadline: miss it by three months and the LLC is cancelled automatically, without another letter. This guide takes a first-time founder through each step in order, explains the local licence and tax layers that sit on top of the state filing, and ends with a worked first-year budget. Every fee was checked against the Code of Virginia and SCC material in October 2026.

Quick answer

To start an LLC in Virginia, file articles of organization (Form LLC1011) with the State Corporation Commission and pay $100. Name a registered agent who is a Virginia-resident member or manager, a Virginia lawyer, or an authorised business entity. Every year after that, pay the $50 annual registration fee by the last day of your formation month.

• The name must include LLC, L.L.C., LC, L.C., limited company or limited liability company

• Optional: $10 name reservation for 120 days

• Late annual fee: $25 penalty; unpaid three months after the due date means automatic cancellation

• Reinstatement within five years: $100 plus all missed fees and penalties

• Most cities and counties also require a local business license (BPOL)

What a Virginia LLC is and who should form one

A Virginia limited liability company is created under Chapter 12 of Title 13.1 of the Code of Virginia, the Virginia Limited Liability Company Act. It gives you the same core benefit as an LLC in any state: the company's debts and lawsuits stay with the company, so your house and personal savings are not exposed just because you own or run the business. That shield holds up only if you treat the LLC as a separate business, with its own bank account, contracts signed in the company's name and records of money going in and out.

The State Corporation Commission, not the Secretary of the Commonwealth, keeps Virginia's business register. That matters when you search online, because the SCC's Clerk's Information System (CIS) is where you check names, file the articles, pay the annual fee and order certificates. Look-alike websites that charge extra to "file with the state" are private services, not the SCC.

For federal tax, a one-member LLC is a disregarded entity and a multi-member LLC is a partnership, unless you elect corporate treatment. Virginia follows that choice, so the profit lands on the owners' personal returns. Virginia LLCs suit contractors, consultants, home-based service firms, online sellers, rental property owners and small shops. You do not need to live in Virginia or be a US citizen to own one, but you do need a registered agent who meets Virginia's rules, which is where non-residents usually hire a commercial agent. Licensed professionals such as physicians, lawyers and accountants usually form a professional LLC under a separate chapter of Title 13.1 instead, and should read the SCC's professional LLC guidance before filing.

If your business actually operates in another state, forming in Virginia does not avoid that state's fees. You would register there as a foreign LLC as well, so the simplest rule is to form where you work.

Virginia LLC at a glance (2026)

$100

Articles of organization

Va. Code § 13.1-1005

$50

Annual registration fee

due in your formation month

$25

Late penalty

§ 13.1-1064

$100

Reinstatement fee

plus back fees, within 5 years

Step 1: choose a name the SCC will accept

Section 13.1-1012 requires the name to contain "limited company" or "limited liability company", or one of the abbreviations "L.C.", "LC", "L.L.C." or "LLC". Virginia is one of the few states that accepts "LC" and "limited company", which some founders prefer for a shorter brand. The name must not suggest the business is a corporation, a limited partnership or a registered limited liability partnership, so words such as "Inc." or "Corporation" are out.

The name must also be distinguishable on the SCC's records from every other LLC, corporation, limited partnership and business trust, including reserved names. When the SCC compares names it ignores the entity endings, so "Blue Ridge Painting LLC" and "Blue Ridge Painting Inc." count as the same name. Adding a word that changes the meaning usually works; changing only punctuation or capitalisation usually does not. Search the CIS business entity database before you file and try a few variations.

If you want to lock a name before you are ready, you can reserve it for $10. The reservation lasts 120 days and can be renewed. Most founders simply file the articles, which claims the name at the same moment. Two further checks are worth five minutes: a federal trademark search, because SCC approval does not give you trademark rights, and a domain name check. If you plan to trade under a different name, Virginia handles assumed or fictitious names separately, and our DBA guide explains how that works.

Step 2: pick a registered agent who actually qualifies

Every Virginia LLC must keep a registered agent and a registered office in Virginia at all times. The agent receives lawsuits, SCC notices and the annual fee assessment, so a lapse here has real consequences.

Virginia's rules on who may serve are narrower than in most states, and many online guides get this wrong. Under § 13.1-1015, the agent must be one of the following:

• A Virginia resident who is a member or manager of the LLC (or an officer or director of a corporation, a general partner of a partnership or a trustee of a trust that is a member or manager), whose business office is the registered office.
• A Virginia resident who is a member of the Virginia State Bar, in other words a Virginia lawyer.
• A Virginia resident who is an officer of the LLC, meaning an employee designated in writing to receive service.
• A business entity authorised to do business in Virginia, such as a commercial registered agent company, which must name in a notarised writing the people at its office who receive service.

The practical effect is that a friend, spouse or relative who lives in Virginia cannot be your agent unless they are a member or manager of the LLC, a Virginia lawyer or an employee designated as an officer. Out-of-state owners almost always hire a commercial agent. The registered office must be a Virginia street address where the agent is available during normal business hours.

Registered agent options in Virginia

	You (resident member or manager)	Commercial agent
Who qualifies	Virginia resident who is a member or manager	Entity authorised to do business in Virginia
Yearly cost	$0	About $50–$300 (market estimate)
Address on public record	Your home or office	The agent's office
Must be present	During regular business hours	Staff on site during business hours
Receives annual fee notices	Yes	Yes, then forwards them

Who qualifies

You (resident member or manager)

Virginia resident who is a member or manager

Commercial agent

Entity authorised to do business in Virginia

Yearly cost

You (resident member or manager)

$0

Commercial agent

About $50–$300 (market estimate)

Address on public record

You (resident member or manager)

Your home or office

Commercial agent

The agent's office

Must be present

You (resident member or manager)

During regular business hours

Commercial agent

Staff on site during business hours

Receives annual fee notices

You (resident member or manager)

Yes

Commercial agent

Yes, then forwards them

The commercial agent range is our estimate from published provider pricing, not an official figure. The trade-off is privacy and reliability. If you work from home, your home address goes on the public record, and if you are often out, a process server may not find you.

Changing the agent later. Section 13.1-1016 lets you change the registered agent or office by filing a statement of change with the SCC. If your agent dies, resigns or stops meeting the § 13.1-1015 requirements, the statute says the statement must be filed right away. Check the SCC's current form for any fee before you file.

Step 3: file articles of organization (Form LLC1011)

The fastest route is the SCC's Clerk's Information System, where you create an account, complete the articles online and pay by card. When everything is in order the filing is reviewed in real time, so many Virginia LLCs exist within minutes. You can also download Form LLC1011 and mail it with a check payable to the State Corporation Commission, but paper filings take longer and the SCC does not offer expedited service for them.

The articles are short. They need the LLC's name, the registered agent's name and qualification, the registered office address with its city or county, and the address of the principal office. An authorised person signs. If you need unusual provisions, the SCC accepts articles you draft yourself under its guidelines, but most small businesses keep the filing minimal and put their rules in an operating agreement.

Filing a Virginia LLC

1. 1

   Search the name in CIS

   Check the SCC business entity search to confirm your name is distinguishable once the LLC ending is ignored.

2. 2

   Confirm the registered agent qualifies

   Decide whether you (as a resident member or manager), a Virginia lawyer or a commercial agent will serve, and confirm the Virginia street address.

3. 3

   Complete Form LLC1011 online

   In the Clerk's Information System, choose articles of organization for a Virginia LLC and enter the name, agent, registered office and principal office.

4. 4

   Pay $100

   Pay by card online. Order a $6 certificate if a bank or landlord wants proof of existence.

   Tip: Write down the month your LLC was formed. Your annual fee is due by the last day of that month every year.

5. 5

   Download the certificate of organization

   The SCC issues a certificate once the articles are accepted. Keep it with your operating agreement and EIN letter.

Why filings get rejected. The usual reasons are a name that is not distinguishable, a registered agent who does not meet § 13.1-1015 (most often a non-member friend), and a registered office that is a PO box or outside Virginia. Each is fixed by correcting the item and resubmitting. If a name or address was simply typed wrong after acceptance, the SCC offers a correction filing, and a substantive change uses articles of amendment at $25.

Step 4: EIN, operating agreement and bank account

Once the SCC accepts your articles, apply for an employer identification number from the IRS. It costs Free ($0) and takes one online session; our EIN guide walks through each screen. You need the EIN to open a business bank account and to register with Virginia Tax.

Virginia does not ask you to file an operating agreement with the SCC, but the LLC Act lets the agreement set most of the rules: how profits are split, who can sign contracts, how a member leaves and what happens on death or divorce. Without one, the Act's defaults apply, and they may not match what you and your co-owners agreed over coffee. A single-member LLC should have a short agreement too, because banks ask for it and courts look at it when deciding whether the company is genuinely separate from you.

Open the bank account in the LLC's exact legal name, and run every business payment through it. Mixing personal and business money is the most common reason a court is willing to ignore an LLC's liability protection.

Beneficial ownership reporting. Since FinCEN's March 2025 interim final rule, companies formed in the United States do not file beneficial ownership information reports, so a new Virginia LLC has no BOI filing (current position: Not required for US-formed companies).

Step 5: the annual registration fee and how it can cancel your LLC

Virginia does not ask LLCs for an annual report. Instead, § 13.1-1062 charges every LLC an annual registration fee of $50. It is due by the last day of the twelfth month after the month you formed, and by the same date every year after that. In plain terms: if the SCC accepted your articles on any day in March 2026, your first fee is due by March 31 of the following year, and every March after that.

The SCC checks its records about two months before your due date and sends an assessment to the registered agent. That is one more reason to use an agent who forwards mail reliably. You pay through the Clerk's Information System, and the fee is owed whether or not the business is trading. Fees are not refunded once paid, but if you file articles of cancellation, a merger or a conversion that takes effect on or before the due date, that year's fee is excused.

What happens to an unpaid annual fee

Step 1

Assessment sent ~2 months before

Step 2

Due date

last day of formation month

Step 3

$25 penalty

day after due date

Step 4

Cancelled

last day of 3rd month after

Step 5

Reinstate

within 5 years

What happens when you miss it. The day after the due date, a $25 penalty is added under § 13.1-1064, and the SCC mails a notice of impending cancellation. Under § 13.1-1050.2, if the fee is still unpaid on the last day of the third month after the due date, the LLC's existence is cancelled on that date automatically. No further notice is sent. For a March LLC, that means a fee unpaid on June 30 ends the company.

Reinstating a cancelled LLC. Section 13.1-1050.4 allows reinstatement within five years of cancellation. You pay the $100 reinstatement fee plus every annual fee and penalty that would have been due if the LLC had never been cancelled. If someone else has taken your name in the meantime, you must also amend to a new one. After five years the old LLC cannot be revived, and you start again with new articles.

Step 6: local licences and state tax registration

The SCC filing creates the company; it does not license it to trade. Two more layers usually apply.

Local business license (BPOL). Most Virginia cities, counties and towns levy a business, professional and occupational license tax. Many charge a flat fee of up to $50 in localities with more than 25,000 residents, and tax gross receipts above a threshold that can reach $100,000 in the largest localities. Rates differ by business category and locality, and renewals are usually due March 1. Apply to the commissioner of the revenue where you operate before you open. Our Virginia business license guide compares Fairfax, Arlington, Richmond and Virginia Beach.

Sales tax. If you sell taxable goods, register with Virginia Tax online before your first sale. The combined rate is 5.3% in most of the state, 6% in Northern Virginia, Hampton Roads and Central Virginia, and 7% in the Historic Triangle, with groceries taxed at 1%. Our Virginia sales tax guide covers filing frequency and the dealer discount.

Employees. If you hire, register for state income tax withholding with Virginia Tax and for unemployment insurance with the Virginia Employment Commission, and arrange workers' compensation insurance. Our guide to hiring your first employee covers the federal steps.

Business personal property tax. Localities also tax business equipment, furniture and vehicles. Many require an annual return in the spring, and rates are set locally, so ask the commissioner of the revenue when you apply for the BPOL license.

How Virginia LLC owners are taxed

A Virginia LLC does not pay state income tax itself unless it elects to be taxed as a corporation. The profit flows to the owners, who report it on their Virginia returns. Under § 58.1-320, Virginia's individual income tax rises in steps to 5.75% on taxable income above $17,000, so most owners pay close to that top rate on their LLC profit. Non-resident owners of a Virginia LLC generally file a Virginia non-resident return for income earned in the state.

Federal self-employment tax applies to the profit of members who work in the business, just as it would for a sole proprietor. Once profits are steady, an S corporation election can reduce it by splitting income between a reasonable salary and distributions, at the cost of running payroll. See LLC vs S corp and how to pay yourself from an LLC before you elect.

Remember the local layer when you price your services. A consultant in a large Northern Virginia county may pay BPOL tax on gross receipts above the threshold even in a year with thin profits, because the tax is on receipts, not profit.

What it costs: a worked first-year budget

The table shows three realistic Virginia LLCs. State fees are statutory. The registered agent line is a market estimate, and the local license line assumes a flat fee at the maximum allowed for a large locality; your locality may charge less or nothing.

What the table leaves out. Business personal property tax, BPOL tax on receipts above your locality's threshold, insurance, professional fees and any trade licence from the Department of Professional and Occupational Regulation all sit on top. Contractors, for example, need a DPOR contractor licence before bidding on most jobs, which our business license guide covers.

Year two onwards. The state charge is just the $50 annual fee. That is lower than many neighbours: a North Carolina LLC files an annual report costing more every year, as our North Carolina LLC guide shows, while an Ohio LLC pays no annual state fee at all.

Worked examples

A Richmond marketing consultant. Dana files articles online on March 12, 2026, names herself as registered agent at her Richmond office (she is the sole member and lives in Virginia), and pays $100. The SCC approves the filing the same afternoon, and she gets her EIN that evening. She applies to the City of Richmond for a business license before taking her first client. She sells only services, so she needs no sales tax account. In January of the next year her assessment arrives, and she pays $50 online before March 31.

An Alexandria gift shop with two owners. Sam and Leila reserve "Potomac Paper Goods LLC" for $10 while they sign a lease, then file the articles within the 120 days reservation. Because both are members and Leila lives in Alexandria, she serves as registered agent at the shop's address. Before opening they register with Virginia Tax and start collecting the 6% Northern Virginia rate, and they take out a City of Alexandria business license.

A missed fee, fixed in time. A Roanoke landscaping LLC formed in May forgets its fee. On June 1 a $25 penalty is added, making $50 plus $25. The owner pays $75 in early August, before the August 31 cancellation date, and the LLC stays active. Had he waited until September, he would have needed a reinstatement filing and the $100 fee on top.

Virginia LLC launch checklist

0/10

• Name searched in the SCC's CIS database and distinguishable without the LLC ending
• Registered agent who meets § 13.1-1015, with a Virginia street address
• Articles of organization filed and $100 paid
• Formation month noted in your calendar for the $50 annual fee
• EIN obtained from the IRS
• Operating agreement signed by all members
• Business bank account opened in the LLC's name
• Local business license (BPOL) from your commissioner of the revenue
• Virginia Tax registration for sales tax and withholding, if needed
• Workers' compensation and VEC registration before the first hire

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Common mistakes and how to fix them

Naming an ineligible registered agent. The most common Virginia-specific error is naming a relative or friend who is not a member, manager or Virginia lawyer. If you already filed that way, file a statement of change naming a qualifying agent straight away.

Treating the annual fee as optional. Because there is no annual report form, some owners assume nothing is due. The fee is due every year, and three months of silence ends the LLC. Put the due date in your calendar the day you form, and keep the registered agent's mailing address current so the assessment reaches you.

Missing the local license. The SCC does not tell your city or county you exist. Trading without a BPOL license can bring back taxes and penalties when the locality finds you, often through sales tax or property tax records.

Paying look-alike mailers. Private companies send official-looking letters offering certificates or "annual compliance" services at several times the SCC's price. A certificate from the SCC costs $6, and the annual fee is $50, paid directly in CIS.

Forming in Virginia for a business run elsewhere. If you live and work in Maryland or North Carolina, a Virginia LLC still has to register in your home state. You pay two sets of fees for no benefit.

Official links

• Virginia SCC — Clerk's Information SystemName search, Form LLC1011, annual fee payment, certificates
• SCC — Virginia LLC forms and feesForm LLC1011, name reservation, amendments
• Va. Code § 13.1-1005 — LLC fees$100 articles, $10 name reservation
• Va. Code § 13.1-1062 — Annual registration fee$50 due in your formation month
• Va. Code § 13.1-1015 — Registered agentWho may serve
• IRS — Apply for an EINFree

Out-of-state LLCs doing business in Virginia

An LLC formed in another state that transacts business in Virginia registers with the SCC as a foreign LLC. The application costs $100, the same as forming a domestic LLC, and the foreign LLC pays the same $50 annual registration fee and must keep a qualifying Virginia registered agent. If you live in Virginia and the business operates here, forming in Virginia from the start avoids paying a second state's fees.

What to do next

Check your name with the LLC name checker, confirm your registered agent qualifies, then file in the SCC's Clerk's Information System and get your EIN the same day. Use the startup cost calculator to add the $100 filing, local license and agent costs to your opening budget, and the sales tax calculator to price goods with Virginia tax included. If you are still choosing a structure, read LLC vs sole proprietorship first.

This is general information, not legal or tax advice — confirm on the official source or with a professional.

Frequently asked questions

How much does it cost to start an LLC in Virginia?

The State Corporation Commission charges $100 to file articles of organization under Va. Code § 13.1-1005, online or on paper. Optional extras are a $10 name reservation and a $6 certificate. From the following year you pay a $50 annual registration fee. Add a local business license if your city or county requires one, and any commercial registered agent you hire.

Does a Virginia LLC have to file an annual report?

Virginia has no separate annual report for LLCs. Instead, every LLC pays a $50 annual registration fee to the State Corporation Commission by the last day of the month in which it was formed. The SCC sends an assessment about two months before. Paying late adds a $25 penalty, and not paying for three months after the due date cancels the LLC automatically.

Can I be my own registered agent in Virginia?

Yes, if you live in Virginia and you are a member or manager of the LLC. Virginia is stricter than most states: a resident individual can serve only if they are a member or manager, an officer of a member entity, or a member of the Virginia State Bar. A friend or relative who is not part of the company cannot act as agent unless they are a Virginia lawyer.

What happens if I don't pay the Virginia annual registration fee?

A $25 penalty is added once the due date passes. If the fee is still unpaid on the last day of the third month after the due date, the LLC's existence is cancelled automatically under § 13.1-1050.2, with no further notice. You can reinstate within five years by paying the $100 reinstatement fee plus every missed annual fee and penalty.

How long does it take to form an LLC in Virginia?

Online filings through the SCC's Clerk's Information System are reviewed in real time when everything is in order, so many LLCs exist the same day. Paper filings by mail take longer and are not eligible for the SCC's expedited services. Once the LLC exists you can get a free EIN from the IRS online in one session.

What taxes does a Virginia LLC pay?

Profits pass through to the owners, who pay Virginia income tax at rates up to 5.75% plus federal self-employment tax. If you sell taxable goods you register with Virginia Tax and collect sales tax, usually 5.3% or 6% in larger regions. Most cities and counties also charge a business license (BPOL) tax and a business personal property tax.

Sources & verification

Figures on this page were checked against the sources below when it was last reviewed on 9 October 2026. Each rate and limit is stored once with its own official source and review date, and official update channels are monitored daily so changes are picked up. How we verify

1. 1.Va. Code § 13.1-1005 — Fees — Virginia General Assembly (Code of Virginia) · accessed 9 October 2026
2. 2.Va. Code § 13.1-1062 — Annual registration fees — Virginia General Assembly (Code of Virginia) · accessed 9 October 2026
3. 3.Va. Code § 13.1-1064 — Penalty for failure to pay annual registration fee — Virginia General Assembly (Code of Virginia) · accessed 9 October 2026
4. 4.Va. Code § 13.1-1050.2 — Automatic cancellation — Virginia General Assembly (Code of Virginia) · accessed 9 October 2026
5. 5.Va. Code § 13.1-1050.4 — Reinstatement — Virginia General Assembly (Code of Virginia) · accessed 9 October 2026
6. 6.Va. Code § 13.1-1015 — Registered office and registered agent — Virginia General Assembly (Code of Virginia) · accessed 9 October 2026
7. 7.Va. Code § 13.1-1016 — Change of registered office or agent — Virginia General Assembly (Code of Virginia) · accessed 9 October 2026
8. 8.Va. Code § 13.1-1012 — Name of LLC — Virginia General Assembly (Code of Virginia) · accessed 9 October 2026
9. 9.Virginia Limited Liability Companies — forms and fees — Virginia State Corporation Commission · accessed 9 October 2026
10. 10.Va. Code § 58.1-320 — Individual income tax rates — Virginia General Assembly (Code of Virginia) · accessed 9 October 2026
11. 11.Get an employer identification number — IRS · accessed 9 October 2026
12. 12.Beneficial Ownership Information — FinCEN · accessed 9 October 2026