How to Form an LLC in West Virginia
This guide to starting an LLC in West Virginia provides step-by-step instructions on filing formation documents, obtaining tax IDs, and setting up company records.
Overview
LLCs are the most popular business structure because they are inexpensive to form, provide flexibility to the owners, and are easy to run. Forming your LLC legally establishes your business, limits your personal liability, and gains tax flexibility. The following step-by-step will help you as you undertake this process.
Fast Facts: Your Budget and Timeline
Here is an overview of the total paperwork, cost, and time it takes to form an LLC in West Virginia. Be sure to read the final step in this guide - "Ongoing Filings" - to understand your ongoing costs to maintain a compliant West Virginia LLC.
- Form LLD-1: West Virginia Articles of Organization of a Limited Liability Company
- Operating Agreement
- IRS Form SS-4: Obtain an EIN
- Form WV/BUS-APP: West Virginia Office of Business Registration
- Formation: $100
- WV Business Registration: $30
- Formation: ~1-2 business days mail or online.
Step-by-Step West Virginia LLC Instructions
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Check Name Availability
The legal name of your LLC may not conflict with any other registered name. Check availability of your desired name by conducting a name search.
Name Search: West Virginia Secretary of State - Business and Licensing Division
Name searchName Reservation: Optional Suffix: The name of a limited liability company must contain "limited liability company" or "limited company" or the abbreviation "L.L.C.", "LLC", "L.C." or "LC". "Limited" may be abbreviated as "Ltd." and "company" may be abbreviated as "Co.".
West Virginia Code §31B-1-105 -
Appoint a Registered Agent
Before you officially file to create your West Virginia LLC, you will need to decide who your West Virginia registered agent will be. A registered agent is a business's legal appointee to receive notice of lawsuit and other legal or government notices.
State law requires every LLC to have a registered agent. The registered agent is designated when you file West Virginia articles of organization with the West Virginia Secretary of State - Business and Licensing Division.
Our reliable registered agent service fulfills this requirement. You get:
- Same-day documents from our local office in Hinton
- Immediate online access to state forms with our address and, where required, our signature
- Annual fees from $89 to $99 per state with no additional charges
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File West Virginia Certificate of Formation
File the articles of organization to create your limited liability company.
Agency: West Virginia Secretary of State - Business and Licensing Division Form: Filing Method: Mail or online
Agency Fee: $100
Turnaround: ~1-2 business days mail or online.
Law: West Virginia Code - Chapter 31B: Uniform Limited Liability Company Act
Notes: - The formation fee is waived for veteran-owned LLCs.
- File the original and one copy that will be returned to you.
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Establish Company Records
Your LLC must keep correct and complete books and records. Your filed articles of organization are the first documents for your LLC’s records. Your LLC will generate many other official records such as:
- Meeting minutes
- Operating agreement
- EIN verification letter
- Amendments and other filings made to the LLC throughout its lifetime
Organizations need a secure, centralized tool for managing and accessing sensitive records. Our Records Manager software offers a simple, efficient way for LLCs to store records, track members and managers, and customize meeting notifications.
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Create the Operating Agreement
Draft an Operating Agreement (potentially using a template) which is the governing document for the LLC. It defines the formalities of how the LLC will run itself such as holding an annual meeting. You will review and adopt the agreement at your organizational meeting.
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Hold the Organizational Meeting
The first meeting of the members of the LLC is the organizational meeting. You will need your filed articles of organization and your operating agreement in order to conduct this meeting. Keep minutes of this meeting and store them in your company record book.
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Get a Federal Employer Identification Number (EIN)
If your LLC has more than one member or will hire employees, it must obtain an EIN. An EIN is also often required to open a bank account.
Agency: Internal Revenue Service (IRS) Form: Filing Method: Mail, phone, fax, or online.
IRS fee: $0
Turnaround: Immediately online or by phone. 4 business days by fax. 4-5 weeks by mail.
Notes: The IRS website is only available during certain hours. Print your EIN before closing your session. For additional guidance, see IRS Pub 1635: Understanding Your EIN.
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Get West Virginia State Tax Identification Numbers/Accounts
West Virginia offers a consolidated state tax registration application for new businesses.
- Submit to:
- West Virginia State Tax Department
http://www.wva.state.wv.us/ - Form:
- Form WV/BUS-APP: West Virginia Office of Business Registration (form begins on page 7)
- Filing Method:
- Mail or online
- Fee:
- $30
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Consider Electing S-Corp or C-Corp Taxation
By default, your LLC receives pass-through taxation and the vast majority of LLCs keep this tax classification. Some LLCs benefit from electing S-Corp or C-Corp tax treatment:
- S-Corp treatment can help owner-employees who earn more than ~$75,000 per year save on self-employment taxes. File Form 2553: S-Corp Election.
- C-Corps suffer from double taxation: the corporation pays taxes on profits then members pay taxes on their distributions. If profits exceed $250,000 per owner, you provide employee benefits, or you will re-invest most of your profit in the business, you may benefit from the low tax rates on retained earnings under C-Corp treatment. File Form 8832: C-Corp Election.
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Obtain Business Licenses & Permits
To run your business legally, you must obtain applicable licenses and permits. The easiest way to navigate the wide range of federal, state, and local requirements is to search by your business type and locality using the Small Business Administration Business License & Permit look-up tool.
West Virginia Business Registration Certificate
Automatic Exemption
Exemption Eligible Organizations: Persons engaged in the following activities are not required to
register if they engage solely in these activities:- Judicial sales directed by law or court order.
- Sales for delinquent taxes of real or personal property.
- The conduct of a charitable bingo licensed under West Virginia Code § 47-20 or charitable raffle licensed under West Virginia Code § 47-21.
- The conduct of a horse or dog race meeting by any racing association licensed under West Virginia Code § 19-23.
- The operation or maintenance of the parimutuel system of wagering during the conduct of a licensed horse or dog race meeting.
- The sale of any commodity during the conduct of a licensed horse or dog race meeting.
- The services of owners, trainers or jockeys which are essential to the effective conduct of a licensed horse or dog race meeting.
- Occasional or casual sales of property or services by persons not engaged in a business activity.
Additionally, any person engaging in a business activity who:
- Is not required by law to collect any tax or withhold a tax; and
- Does not claim exemption from payment of the West Virginia Consumers Sales and Service Tax or Use Tax; and
- Had a gross income from business activity of $4,000.00 dollars or less from operations in all states during the income tax year most recently completed is also not required to obtain a Business Registration Certificate.
Agency Fee: $0
Initial Registration
Form: Filing Method: Mail or online.
Agency Fee: $30
Renewal Not Required
Not required
Business Registration Certificates are permanent until the legal name of the business changes, the location of the business changes, or the ownership of the business changes, or until the certificate is suspended or revoked by the Tax Commissioner.
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Ongoing Filings to Maintain Your LLC
You must file federal and state tax returns.
Many states also require business entities to file an annual report to maintain good standing with the secretary of state. If an annual report is required for LLCs formed in West Virginia, view the table below.
West Virginia Corporation Annual Report Requirements:
Agency: West Virginia Secretary of State - Business and Licensing Division Form: Filing Method: Mail or online.
Agency Fee: $25
Due: Annually by July 1.
Law: West Virginia Code § 59-1-2a.
Penalties: $100 late fee. Your business also risks being dissolved or revoked.
Notes: - Anyone with authority may file.
- Original signatures are not required.
For more details, see our West Virginia annual report information center page.
As your LLC grows, you will need to demonstrate your company’s good standing to banks, customers, and other state agencies. After all the work involved in forming your West Virginia LLC, don’t let a missed annual report filing cause your new business to fall out of compliance.
Tracking and filing annual reports on your own can be time consuming and lead to accidental lapses. Protect your LLC’s good standing with Managed Annual Report Service, which tracks and automatically files reports on time, every time, so you can focus on your business.
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