Virginia consistently ranks among the top states for new business formation thanks to low regulatory burden and a strong workforce.
What you’ll learn
What you’ll learn
Key takeaways for Virginia entrepreneurs
- Virginia is consistently ranked among the top states for business, thanks to its strong educational system, solid infrastructure, tax environment, and overall financial stability.
- The state has held an AAA bond rating since 1983, exceeding every other state in that feat.
- Start by choosing a legal business structure and filing your formation documents with the State Corporation Commission.
- You will need to get a federal Employer Identification Number (EIN) from the IRS to open bank accounts and register for state taxes.
- Virginia requires a Business, Professional, and Occupational License (BPOL), which is a local tax levied on your organization’s gross receipts.
- If you plan to hire employees, you must set up unemployment insurance and establish a compliant payroll process.
If you’re thinking of launching your own company, this step-by-step guide will walk you through how to get started.
Choose the right legal structure for your business
After you decide to develop a business in Virginia, your first step is to select the right legal structure for your business. Your options include the following choices:
- Limited liability company (LLC): A limited liability company or LLC is a business structure that is designed to protect your personal assets from potential business debts or lawsuits. You can operate an LLC by yourself or with one or more individuals, and the benefits include minimal paperwork, ease of set up, and simple taxes. LLCs are often an ideal option for small businesses and startups in the state of Virginia. Small businesses in certain fields such as medical, legal, or engineering can form a professional limited liability company (PLLC).
- Corporation: A corporation is the legal structure for larger businesses that are interested in seeking venture capital, going public, or issuing stock. Owned by its shareholders, corporations are required to follow many stringent rules, and they must have a board of directors and maintain thorough records and reporting. Unlike LLCs, corporations pay income tax on their profits.
- Sole proprietorship: An unincorporated business that is owned and run by one person, a sole proprietorship is often the choice for consultants and freelancers who want complete control over business operations. With a sole proprietorship, you and your business are legally identical, which also means you must assume complete liability for business debts. This is a common choice for consultants and freelancers.
This table can help you see the different options at a glance.
| Business structure | Personal liability protection | State formation document | State filing fee | Ongoing state fee |
| Sole proprietorship | None (owner assumes full liability) | N/A (local permits only) | $0 | N/A |
| Limited liability company (LLC) | Personal assets protected | Articles of Organization | $100 | $50 annual registration fee |
| Corporation (C Corp or S Corp) | Personal assets fully protected | Articles of Incorporation | $25 to $855 plus (based on authorized shares) | Annual fee based on authorized shares |
If you are uncertain about the best legal structure for your new business, it’s always a good idea to consult with a business attorney or accountant, who can help you narrow your options.
Select and register a unique business name
Your next step in launching a new business in Virginia is to select and register a unique business name.
Virginia has a distinguishable name requirement, which means that your business name must be distinguishable from all of the other Virginia business names in the records maintained by the State Corporation Commission (SCC). This will protect your business name from being confused with another, while also increasing clarity for consumers.
Here are some things to know about selecting your unique business name in Virginia:
- You can’t simply add a comma or the word “Inc.” or “Company” to your name in an effort to be distinguishable from another.
- If you have a stock corporation, you must use the word company, corporation, incorporated, or limited, or the abbreviation Co., Corp., Inc. or Ltd. Likewise, you must use limited liability company, limited company, LLC, or another accepted abbreviation for your LLC.
- You can check online to see if your potential business name is available.
- In addition, the SCC online site helps businesses with questions, registration, and resources.
This work to select and register a distinct business name is time well-spent. You don’t want to get to the filing stage and realize your business name has already been taken.
File formation documents with the State Corporation Commission
Now it’s time to file formation documents with the Virginia State Corporation Commission. Here are the steps to take:
- Visit the SCC Clerk’s Information System (CIS) to file your documents online.
- Create an account for your business.
- Select your business structure. You will file Articles of Organization if you opt for an LLC or Articles of Incorporation for a corporation.
- Complete the forms and submit your application.
You can also choose to complete forms by mail or in person. It costs $100 to register most businesses in Virginia. LLCs must pay an annual $50 fee. The fee for corporations will vary based on the number of authorized shares.
Designate a registered agent
Your business will also be required to have a registered agent in Virginia. A registered agent is an individual or organization designated to receive legal documents and correspondence on behalf of your business. Your registered agent must maintain a physical street address in Virginia – P.O. boxes are not allowed – and be available at that address during standard business hours to receive hand-delivered notices. You can choose to serve as your own agent if you are regularly available during business hours, or hire a third-party registered agent service.
Set up your financial and operational infrastructure
The next step in starting a Virginia business is to set up your organization’s financial and operational infrastructure.
You can follow these steps to support operational readiness:
- Apply for a Federal Employer Identification Number or EIN through the Internal Revenue Service (IRS). This unique nine-digit number identifies your business and allows you to hire employees, pay taxes, administer retirement plans, and more.
- Establish a business banking account that is separate from your personal banking account.
- Register for the state’s Business, Professional, and Occupational License (BPOL), which is a local tax levied on your gross receipts. Every business operating in Virginia must register with their local county or city government and pay an annual fee based on your industry and prior-year revenues. You must register your business with your local Commissioner of Revenue or Department of Finance within 30 to 75 days of opening, depending on your location.
- Get the appropriate insurance coverage for your business. For example, you may need to acquire general liability or professional indemnity insurance to protect your organization in the case of an incident.
- Obtain any required permits or licenses for your particular business or industry. Certain industries, such as health and wellness, construction, accounting, real estate, and engineering require additional licenses. Your business might also need to get zoning and signage permits. Check with your local county clerk to determine what your organization needs to legally operate in your location.
- It is also important to stay on top of 1099 reporting threshold updates.
- Make sure all of your systems are in order, including websites, marketing, payroll, human resources, and more.
Again, you can consult with a Virginia business accountant or attorney for targeted advice on everything from taxes to permits.
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Register for payroll and prepare for your first hire
As you prepare for your first business hire, you will need to register to pay state unemployment taxes with the Virginia Employment Commission. For this process, you will need your federal EIN, your legal business name, and physical address to register.
Virginia also requires businesses with three or more employees to take out workers’ compensation insurance. Operating without this coverage can lead to severe fines and penalties.
Move your Virginia business from idea to reality
It’s finally time to transition from dreaming and planning about a new Virginia business to reality. Once you’ve determined your legal business structure, selected an available business name, designated a registered agent, submitted your filing forms, obtained an EIN, secured licenses and permits, and prepared your payroll, you can open your doors for business in Virginia.
OnPay can help your business maintain compliance and support business growth with award-winning small business software that manages payroll, taxes, benefits, and more. We take the headaches out of administrative work so you can focus on what you do best. Get started with OnPay today.
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