Virginia Foreign LLC – Qualification and Registration


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If you already have an LLC in another state and want an LLC in Virginia, then starting an LLC would be somewhat different. You must register as a foreign LLC. We have here a guide on how you can qualify and register for a foreign LLC in Virginia

Forming a Virginia Foreign LLC

A foreign LLC does not need to be a company from another country but a business formed under the laws of another state. To start a foreign LLC in Virginia, you need to register it with the Virginia Secretary of State.

Step 1: Choose Virginia Foreign LLC Name

Obtain a name reservation certificate and submit it with your foreign qualification requirements at the Virginia Secretary of State. Your LLC’s legal name outside of Virginia will be listed on the application, along with the name it will use in Virginia. Take note of the requirements for naming your LLC

Check name availability at Virginia’s business entity names and reserve your LLC name.

Step 2: Select Virginia Foreign LLC Registered Agent

You’ll need a registered agent to form a foreign LLC in Virginia and take note that a Virginia registered agent must have a local address. Here are three of the best LLC services on our list that will provide you with registered agents to ease your worries: 

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Step 3: File Registration of Virginia Foreign LLC 

Fill out and submit a Foreign LLC Application for Registration form via email to sccinfo@scc.virginia.gov or by mail to State Corporation Commission Clerk’s Office P.O. Box 1197 Richmond, VA 23218-1197.

Include the following:

  • LLC’s full legal name. 
  • A fictitious name or a DBA (only if your LLC’s legal name is not available); Attach a statement of adoption of the fictitious name signed by all LLC members.
  • LLC’s principal office and mailing addresses.
  • LLC formation state and date.
  • Registered agent’s name and address in Virginia.
  • Date when your LLC will start operations in Virginia.
  • Credit card information on the last page of the form for the $150 application fee. 

The LLC cost in Virginia, even for foreign LLCs will differ between online filing and by mail.

Step 4: Determine How Your Virginia Foreign LLC is taxed

Foreign LLCs are also subjected to the Virginia Business Privilege Tax, and they must file LLC annual reports each year.

Note that forming a foreign LLC would be good for your business as you can legally operate in a different state thus reaching a larger market and opening more opportunities for higher profit.

Steps to Filing Virginia Foreign LLC Online

Time needed: 5 minutes.

To set up your foreign business LLC in the State of Virginia, you must file the Application for a Certificate of Registration to Transact Business in Virginia as a Foreign Limited Liability Company. The filing fee is $100. Once your application is approved by the authorities, you will receive a Certified copy of your application from the Secretary of State office. We have explained the aspects you need to cover when you register for Virginia Foreign LLC.

Following are the steps to register Foreign LLC online:

  1. Visit the Official website of the Virginia Secretary of State

    Access the Business Home page on the official Virginia Secretary of State website. The page contains a distinct section for Foreign Limited Liability Companies under Forms & fees, which consists of all the information and links related to Foreign LLCs.

  2. File Online

    On the page, scroll down to the heading ‘Application for a Certificate of Registration to Transact Business in Virginia as a Foreign Limited Liability Company’ and click on the ‘File online’ option available adjacent to the heading.virginia-foreign-llc

  3. Sign in/create your account

    The link will navigate you to the Clerk’s information system portal. If you already have an account on the CIS portal, proceed to sign in by entering your login credentials. In case you do not have an account, click on the ‘Register’ tab present at the bottom of the page.virginia-foreign-llc

  4. Start to file your application

    After confirmation of your CIS account, log in to the CIS portal. On the user homepage, search for “New business formation” and get started. Under eFile Express, select the option to “Form a Virginia Out-of-State Limited Liability Company”. Read all the instructions attached to the application form carefully and proceed to fill in the details.

  5. Review the application

    Before you finalize the form, review all the information provided by you in the application. all the information should be correct and accurate to your knowledge.

  6. Make the payment:

    Once you have completed filling in all the details in the form, you can proceed to the payment gateway page. Make a payment of $100 as the filing fee for your application. You will receive a notification from the Secretary of State office confirming your application submission.

Steps to Filing Virginia Foreign LLC by Mail

In case you wish to register your foreign business LLC in the State of Virginia through offline mode, you can do that easily through the mail.

  • You can access the offline application form on the Official Secretary of State website. You can also download the Application form PDF (LLC1052- PDF) here.
  • Read the instructions attached to the form carefully and accordingly abide by it while filling up your form.
  • Start to fill in the required details in the application form. Do not leave any mandatory section blank.
  • Review the application form to ensure all the information entered by you are true and correct.
  • Issue a money order or check for $100.00 as the filing fee of your application, payable to the ‘State Corporation Commission’.
  • Arrange the documents together and mail to the following address, State Corporation Commission, Clerk’s Office, P.O. Box 1197, Richmond, VA 23218-1197. The office address for in-person filing is State Corporation Commission, Clerk’s Office, First Floor, 1300 E. Main St., Richmond, VA 23219.

After Forming Virginia Foreign LLC

Here are added things you need to accomplish after forming your Virginia Foreign LLC

  1. Obtain Business Licenses. Find the business licenses you’ll need using the Business License Search.
  2. File LLC annual reports and Business Privilege Tax.
  3. Pay State Taxes like sales tax; you’ll need an EIN for your LLC

It is convenient plus easy to file for the foreign LLC if you are doing it online. The steps are very easy and that’s why it’s possible to go along with the steps and form the foreign LLC in Virginia. 

How Much Does It Cost to Register a Foreign LLC in Virginia

If you’re looking to set up a foreign LLC in Virginia, there are some costs to consider. A certificate of registration from the state’s SCC is required. It must be certified and be stored with your other important business records. A fee of $100 is required to file the Application for Certificate of Registration. Once your LLC is registered in Virginia, you can easily keep track of its annual maintenance costs by filing an annual report and registration fee of $50. These are due on the last day of the anniversary month. You can either submit this online or request it in written form.

A foreign LLC in Virginia must submit an application to the State Corporation Commission. The application must include an authenticated copy of the company’s Articles of Organization, which must be less than one year old. In addition, a comprehensive LLC operating agreement is recommended for foreign LLCs, but is not required in Virginia. While these documents are not legally mandatory, they can help you understand the responsibilities of each member and can save you time and money.

In order to transact business in Virginia, a foreign LLC must be registered with the State Corporations Commission. Any foreign business that is not registered with the SCC can face fines ranging from $500 to $5,000. To qualify for a foreign LLC, you must complete an Application for Certificate of Registration to Transact Business in the State of Virginia. In addition, you must include a certified copy of your LLC documents, including any amendments or corrections. Once your application has been approved, you can contact the State Corporation Commission to submit your documents. You can also file it online or by mail.

F.A.Qs

What is a foreign LLC in Virginia?

If your LLC is formed under the laws of another state, it is referred to as a foreign LLC in Virginia.

Do I need a foreign LLC?

Businesses incorporated outside of the state where they operate must have “foreign qualifications” issued in the other states.

What is the main difference between domestic and foreign LLC?

A domestic LLC is a company registered in Virginia as an LLC. The entity type that has a physical presence in another state is a foreign LLC.

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