A Virginia corporation is a legal entity that provides limited liability protection for its owners. Starting a business is a great endeavor but any business will create the opportunity for legal risks. Afterall, your business will be dealing with customers, vendors, contractors and may have employees and own assets such as cars or real estate. Each business interaction creates a risk of liability. A properly incorporated Virginia corporation provides a layer of protection between the business activities and risks of the business and the owners of the Virginia corporation business. Owners are not liable for the debts and liabilities of the corporation merely because they are owners (unless they otherwise agree to be liable). Limited Liability Protection is the biggest reason to form a Virginia corporation for your business. Please note there are important exceptions to limited liability protection and essential obligations you should comply with in order to preserve the protection for you. Other benefits to using a Virginia corporation for your business include potential tax benefits and choices, a more professional image and a lower risk of tax audit.

A Virginia corporation is formed when it is recognized as its own separate person under Virginia state law. The Virginia corporation laws require that a document containing certain statutorily required information be prepared and filed with the State along with a filing fee. Basically, a Virginia corporation is formed when propre filing papers have been processed with the State of Virginia and the State issues an official formation document. This process is called incorporation. The processing time varies in Virginia depending on whether the filing is a regular or expedited filing and the workload of the State. Unlike other states, Virginia will not give a Virginia corporation a formation date of the day the documents were filed. Rather, the formation date of a Virginia corporation is the date the processing is completed by the State. Accordingly, it is strongly recommended that you not conduct any business activity until the Virginia corporation has been completely formed as this best protects your liability risk.

Virginia charges a filing fee of $75 to form a corporation as long as the Virginia corporation has less than 25,000 shares. Then each year, the annual fee to maintain a Virginia corporation is $100 a year assuming the Virginia corporation has less than 5,000 shares. If you ahve more than 5,000 shares, the annual fee increases and can be signficant. Accordingly, if it makes sense for your Virginiacorporation business, you should minimize the number of shares in order to minimize the filing and annual fees. The costs are minimal compared to the benefits you receive by running your business through a Virginia corporation. It is important that your Virginia corporation is properly filed and meets the state requirements. If you want to be sure of this compliance, you can hire an attorney to help you form your corproation rr you can use an experienced document and filing services such as VirginiaBusinessFormation.com to form your Virginia corporation.

A Virgnia corporation can have as few as one shareholder or as many shareholders as the Virginia corporation wants or requires. If the Virginia corporation wants to be taxed as an S corporation, there are limitations under the IRS laws upon # of shareholders and type of shareholders.

Virginia requires that a new name for a Virginia corporation cannot be the same as or deceptively similar to another legal entity name registered in Virginia. Now, name availability issues can get tricky because Virginia can be peculiar when it comes to deciding whether whether a name is too similar to another name. If you would like, please take advantage of our Free Name Search Availability service whch we offer for free and with no obligation.

No. When a name is available in Virginia for use as a name for a Virginia corporation, this just means that the legal entity can have this name and register it as a Virginia corporation name with the State. This does not necessarily mean that the name is available as a trademark to promote your goods and services. Trademark law and rights are governed under an entirely different set of laws and regulations. If your business intends on developing a valuable trademark to promote your goods or services, it is recommended you seek the advice of a trademark attorney to advice you. You can also visit the government Trademark website for more information on trademarks.

You are not required to use a lawyer to form a Virginia corporation. You can learn the rules and requirements yourself and submit your own filing or you can purchase a low cost document and filing service such as our Virginia Incorporation Services. Please note that self submitted filings are 3-5 times more likely to be rejected than filings submitted through experienced services. While a lawyer is not required to form a Virginia corporation, if you find that you need expert legal advice in making this decision and determining the structure of your Virginia corporation, it is recommended you seek a competent attorney. VirginiaBusinessFormation.com is not a law firm and cannot provide legal advice. Our service involves document preparation and filing services only. Many of our customers save money by using our services to form a Virginia Corporation but then hire an attorney to advise them on how to structure the ownership and management of their Virginia corporation and for other business matters. You can save a lot of money by using a Corporation Filing service such as ours to actually form a Virginia corporation. In fact, many of our customers are lawyers who use our service to form a Virginia corporation for their clients.

Yes. Virginia requires that you provide an official business address for your Virginia corporation but this address can be your home address if you plan on operating your corporation business out of your home or if you do not have an office address yet. Please note that you should check with your local county or city to make sure that you comply with any local law or zoning requirements when operating a home business.

Generally, a Virginia corporation is allowed to conduct any lawful business, purpose or activity, whether or not such business, purpose or activity is carried on for a profit. Accordingly, the Virginia LLC laws contain no prohibition on what a Virginia corporation can do so long as it is lawful. One important limitation is that if the Virginia corporation is going to be conducting the business of a bank, trust company, insurance company, or savings and loan association of bank, railroad or other public servic company, then the formation documents are require to include certain statutorily required provisions. Also, if what you plan on doing involves a business or other activity regulared by other Virgnia laws or Virginia government agencies, you should check with those laws or agencies to ensure there are no other restrictions on your ability to use a corporation for your contemplated activity.

Generally, a Virginia corporation is not limited to just operating one business activity. There are some limitations such as special purpose businesses (ex. insurance, banks, savings and loans, railroad)where only the one purpose can be performed by a Virginia corporation. If you are forming a professional corporation to perform a licensed professional service (ex., lawyers, accountants, architects, physicians), the services to be performed by the professional corporation are limited to the licensed professional service. The Virginia corporation can decide to operate multiple businesses under one Virginia corporation if the shareholder approve. However, if a Virginia corporation runs multiple businesses, the assets of all of the businesses are subject to the liabilities of all of the businesses. Accordingly, many times, Virginia business owners will create a separate Virginia business corporation or Virginia LLC for each business so that the assets of each business can be protected from the liability of the other businesses.

For most small business conducting business in Virginia, it is not cost efficient to form the corporation in another state. Please note that it is unlawful for any corporation to conduct business in Virginia unless it is duly registered. If your corporation (regardless of where it is incorporated) is "doing business" in Virginia, then the corporation will be required to either be formed here or to register here as a foreign corporation. Under either scenario, you will be required to pay a filing fee to register and the annual fee to maintain the registration in Virginia. So, many people end up paying double the fees and registered agent fees in this scenario where their corporation is formed in a different state such as Delaware or Nevada but they are conducting business in Virginia. Other states have different rules that apply to corporations formed in their states. In some situations there may be advantages to forming your corporation in another state- examples include when you are going to be physicially located and doing business in other states or countries, you plan on raising significants amount of equity capital from sophisticated investors such as venture capital companies or institutional investors, or you plan on taking your business public. But in most small business situations, forming in your home state where the business is being conducted results in the most simple and cost efficient structure. Some people mistakenly think that if they form their corporation in a state ncome tax free jurisdiction, they will avoid paying state tax on the income generated by the corporation. This is not the right answer in most cases. The issue of where you pay "income" taxes has nothing to do with where your corporation is formed. Rather the taxes owed to each state depends on where your are physically conducting business and how much revenue is generated in that state from your business. So, again, if your business is being conducted in Virginia and is generating revenue in Virginia, the Virginia state income taxes will apply to that revenue regardless of where the corporation is formed. If, on the other hand, you are only going to be doing and conducting business out of Nevada or Delaware, then you may be able to avoid Virginia income taxes by not conducting business here or not having a business presence here. The question of what arises to "doing business" really depends on your facts and circumstances. We are not an accounting firm and so cannot advise you specifically on where your business will create income tax liability. We recommend you seek the services of a competent CPA to provide such advice but please know that this answer is much less about where you are formed and much more about where you are conducting business and generating revenue. There may be a situation where you can set up all our business activity outside of Virginia but again if you are running your business in Virginia, this may be difficult. A CPA can properly advise you on your options for state income tax planning.