How to Form an LLC in West Virginia in 7 Steps
Forming a limited liability company (LLC) in West Virginia involves several steps such as naming the LLC, naming a registered agent, filing articles of organization with the state, applying for an EIN, and registering for business and tax accounts.
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When you begin to make business plans for your limited liability company (LLC), you’ll need to know the requirements to start an LLC in your state. The specific process for LLC formation resides within each state’s business statutes.
Whether you envision a large or small business, once you understand the process for forming a West Virginia LLC, you can get a startup going on your own! Business owners who decide on an LLC as their business structure can use a simple step-by-step process to form their business.
7 Steps to Forming an LLC in West Virginia
Name Your LLC
The name that you choose for your LLC is important because it affects how potential customers view your business. Your West Virginia LLC name is also essential because you’ll need to make sure it complies with state laws. Under W. Va. Code §31B-1-105, your LLC name must contain one of the following terms, phrases, or abbreviations:
- Limited Liability Company
- Limited Company
- LLC
- L.L.C.
- L.C.
- LC
“Limited” may be abbreviated to “Ltd.” and “Company” may be abbreviated as “Co.”
Additionally, under W. Va. Code §31B-1-105, you must make sure that the name you choose for your business is distinguishable from all other names registered or reserved with the state of West Virginia.
To find out if the name you’d like to use for your business is available, you need to check the West Virginia Business Database for name availability. If you find out through your name search that the name you’d like to use is already taken, come up with a different name. If you settle on a name you’d like for your LLC, but you’re not yet ready to file, you can do a name reservation per W. Va. Code §31B-1-106.
Get a Registered Agent
You’ll need to select an “agent for service of process” who can accept papers, legal documents, and other important notices on behalf of your LLC. Under W. Va. Code §31B-1-108, your registered agent must be a resident of West Virginia or a corporation authorized to do business in West Virginia. Your West Virginia registered agent must also be available during regular business hours and have a physical street address in the state of West Virginia. P.O. Boxes used for a mailing address are not acceptable. You may want to use a registered agent service company to help ensure you receive important mail.
File Your Articles of Organization
To register your new LLC, you have to file articles of organization with the West Virginia Secretary of State’s Business and Licensing Division. You can file online with the West Virginia Secretary of State’s One Stop Business Portal. Or you can download the articles of organization form and file it by mail or in person.
To complete the form, under W. Va. Code §31B-2-203, you need the following information:
- Name and principal address for the LLC
- Name and address of the agent for service of process
- Name and address of each organizer
- Purpose of LLC
- Name and address of any members or managers (if applicable)
The state fee for filing your articles of organization to register your LLC is $100. If your business is owned by a veteran or a West Virginia resident young entrepreneur (age 18-29), you can apply to waive the fee.
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Draft an Operating Agreement
LLCs are not required to have an operating agreement under West Virginia law. An LLC operating agreement is a written agreement between members of an LLC devised to regulate the internal business activities of the LLC. An operating agreement can include:
- Business purpose
- Members’ capital investments and ownership interests
- Allocation of profits and losses
- Procedures for meetings, voting, and admitting new members
If your LLC has multiple members or managers, a West Virginia LLC operating agreement can govern whether the business is managed by the members themselves (member-managed), by one or more managers (manager-managed), or shared among members and managers.
Get an EIN
LLCs can quickly register for a free EIN (Employer Identification Number) with the IRS (Internal Revenue Service) by visiting the IRS website. An EIN is similar to someone’s Social Security number but is used to identify a business. You’ll need an EIN to hire new employees and open up a business bank account.
Set Up Business and Tax Accounts
Before conducting business in West Virginia, your LLC must register with the West Virginia State Tax Department to report and pay state taxes. You can create a MyTaxes account through the Tax Department’s website to file and pay taxes electronically. You can also set up a One Stop Business Portal account through the Secretary of State’s website to maintain your business in West Virginia and submit any reports, changes, or updates to the state.
Check for Additional Federal or State Requirements
Check state and federal websites to determine if there are any specific rules for your business. For example, some LLCs may have to file a Beneficial Ownership Information Report (BOIR) with FinCEN. Under current law, LLCs created in the United States are “domestic reporting companies” and are exempt from the BOIR requirement.
However, laws may change, so stay up to date with state and federal requirements.
Business and Tax Requirements in West Virginia
To engage in business activities in West Virginia, LLCs are required to obtain a business license certificate. You can apply for your LLC’s business license certificate online through the business for West Virginia website or by submitting a new business registration application form to the West Virginia Tax Commissioner’s office.
State Business Tax
For tax purposes, a West Virginia LLC resembles a sole proprietorship or partnership because its profits and losses are reported by its members on their personal income tax returns. Depending on the type of business, your LLC may be subject to specific West Virginia state taxes. For example, if your LLC is involved with beer and wine sales, health care, or cannabis, it may also be required to pay excise taxes. A complete list of state excise taxes can be found on the Tax Division’s website.
State Employer Tax
If you plan to hire employees for your LLC, you will be required to deduct the state’s withholding tax from your employees’ wages and send the amount withheld to the West Virginia State Tax Department.
Sales and Use Tax
If your LLC engages in the sale of goods or services, you will have to pay the state’s combined sales and use tax unless your business qualifies for an exemption. The sales tax is imposed on the sale of goods and services at the time of service. Use tax is imposed on the use of goods and services in West Virginia if the sales tax has not been paid. Your LLC may also be subject to a local municipal sales and use tax depending on where the business is located.
Business Licenses and Permits
Similar to a business license, you are required to apply for separate local business registration certificates at any location in which your LLC is located or conducts business. You should contact the local city or county government for more information and to apply.
Registration in Other States
If you want to do business in another state, you will likely have to apply to do business as a foreign LLC in that state. As part of the application process, you may need to provide documentation proving your LLC’s existence and compliance in its home state.
Annual Filing Requirements in West Virginia
Each year your LLC is registered with the West Virginia Secretary of State, you are required to file an annual report and pay the $25 filing fee between January 1 and June 30. There is an additional $50 fee for late filings. You can file your LLC’s annual reports online with West Virginia’s online portal for an additional $1 processing fee.
West Virginia LLC Formation FAQs
The cost of having an LLC in West Virginia can vary depending on who starts the business, the type of business, and the licenses, permits, state and federal taxes, fees, and other costs that may apply to your business. For example, the filing fee is waived for LLCs formed by a veteran or a young entrepreneur who is a resident of West Virginia. A list of fees for LLCs in West Virginia can be found on the Secretary of State’s website.
To register your new LLC in West Virginia and file your articles of organization, you will pay a $100 fee. If you register online, you will also be charged a $1 processing fee.
Each year you are in business, you will be required to pay a $25 fee for filing your LLC’s annual report. If you file after July 1, you will pay an additional $50 late fee. Also, you pay a $30 fee for the West Virginia State Tax Department business registration certificate application. You may also be required to pay additional fees for local business permits or licenses.
There are several types of LLC business structures you can form in West Virginia. An LLC can be owned by one or more of its members, and these members can be an individual, corporation, trust, partnership, or some other legal entity. LLCs offer liability protection to members who are not personally responsible for the LLC’s debts.
- Single-member LLC: A single-member LLC consists of one member or manager who can elect to be treated as a corporation for tax purposes or instead reflect the LLC’s profits and losses on their personal tax return.
- Multi-member LLC: A multi-member LLC is made up of two or more members or managers and can be managed by its members or managers. Members of the LLC are considered to be self-employed for tax purposes. A multi-member LLC can often resemble a partnership where partners can play a part in managing the business while having limited liability. LLCs with multiple members or managers must agree on business activities and adding or removing members.
- Professional LLC: A professional LLC (PLLC) is created for the purpose of providing a professional service in West Virginia. The professionals must be licensed by the state for the service that they provide. In West Virginia, the types of businesses that are permitted to register as a professional limited liability company include accountant, acupuncturist, architect, attorney-at-law, chiropractor, dentist, engineer, land surveyor, and medicine. The state licensing board that oversees the practice of a particular profession must approve the PLLC’s name before the business can be formed.
In West Virginia, the document establishing your LLC’s initial registration with the Secretary of State is called "articles of organization" (sometimes called a "certificate of formation" in other states). The State Tax Department also issues a "business registration certificate" which your LLC is required to obtain before engaging in any business activities.
You may need your West Virginia articles of organization or business registration certificate to open a business bank account, get business loans, and apply for other business licenses or permits.
A statement of good standing or letter of good standing is used to show an LLC is compliant with state tax laws according to the West Virginia State Tax Department. Your LLC needs this to obtain certain business licenses, get approval for bank financing, withdraw or dissolve your business, and make bids for state contracts.
You can request a letter of good standing by completing the GSR-01 form online if you have an account with the West Virginia State Tax Department’s website or by mailing it in. There is no fee for requesting a letter of good standing.
To form an LLC in West Virginia, you need to:
- Choose a legally valid business name
- Select a registered agent with a physical address in West Virginia
- File articles of organization with the Secretary of State
- Pay the $100 filing fee
An LLC is considered a great way to start a business while protecting your personal assets and liability. LLC can be owned by one or more persons and has fewer record-keeping requirements than other types of businesses, like corporations. Members or managers of an LLC are not personally liable for the lawsuits and financial problems of the business.
To maintain the status of your LLC in West Virginia, you must file an annual report each year after the year your LLC was formed. The report and $25 fee must be filed and paid between January 1 and July 1. Failure to file an annual report may result in the monetary penalties and administration dissolution of your LLC in West Virginia.
No. Articles of organization must be filed with the Secretary of State in order to form an LLC in West Virginia. An operating agreement is an optional document used for internal business purposes only. You are not required to submit an operating agreement to the state.
Yes. West Virginia allows LLCs to operate under a name that is different from the name you used to register your business. If your LLC has a DBA (doing business as) or fictitious name, you can file an application for a trade name online or by mail. The filing fee is $25. Before submitting your application, you should confirm the DBA you want to use is available by searching it on the West Virginia Business Organization Search.
You are required to get a business registration certificate from the State Tax Department to engage in business in West Virginia. You must also obtain separate business registration certificates in the municipality where your LLC is located or conducts business. You should contact the local city or county to find out what business licenses or permits are required for your business.
Yes. You can file your articles of organization online with the West Virginia Secretary of State’s One Stop Business Portal.
The mailing address for the West Virginia Secretary of State is:
One Stop Business Center
1615 Washington Street East
Charleston, West Virginia 25311
The physical address for the West Virginia Secretary of State’s main office is:
1900 Kanawha Boulevard East
State Capitol Complex
Bldg. 1, Ste. 157-K
Charleston, West Virginia 25305
Yes. You are required to continuously maintain an agent for service of process in West Virginia. You can use a registered agent service company to ensure you don’t miss any important notices, legal documents, or other mail.
An LLC formed under the laws of West Virginia law and approved by the West Virginia Secretary of State is a domestic LLC in West Virginia. A foreign LLC is an LLC organized in a state or jurisdiction outside of West Virginia.
To register your LLC to do business in another state, you should apply as a foreign LLC through its Secretary of State or the state government agency responsible for overseeing business formation in that state.
You should confirm your business name is valid and available in the new state and verify your LLC’s legal existence and compliance in its home state of West Virginia. Typically, you do this by submitting a copy of your certificate of good standing with the application to register as a foreign LLC in the new state. You will also be required to pay a filing fee.
A business that was formed in a state or jurisdiction other than West Virginia can apply for a certificate of authority to register as a foreign LLC. The application includes a $100 registration fee for a for-profit business and a $50 fee for a non-profit.
A veteran-owned foreign LLC can request a fee waiver. A certificate of good standing or existence from the LLC’s home state must also be submitted with the application.
To voluntarily dissolve or terminate your LLC in West Virginia, you can file articles of dissolution. The fastest way to file is online at the One Stop Business Portal, but you can also file by mail. The filing fee is $25.
To more quickly and efficiently dissolve your LLC, confirm all required taxes and reports have been filed and any remaining debts or liabilities have been paid. You also need to request a certificate or letter of good standing from the West Virginia State Tax Department for your LLC’s dissolution.
An anonymous LLC does not disclose its members names or contact information on the LLC registration documents. Only four states allow anonymous LLC formation in their jurisdictions (Delaware, Nevada, New Mexico, and Wyoming). Because LLC filing documents are public records, individuals valuing their privacy use a professional registered agent service for their service of process.
Disclaimer: The information presented here does not constitute legal advice or representation. It is general and educational in nature, may not reflect all recent legal developments, and may not apply to your unique facts and circumstances. Consider consulting with a qualified business attorney if you have legal questions.
How to Start an LLC in Other U.S. States
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