To open a limited liability company in the United States, you will need to fill out a set of documents referred to as the Articles of Organization (namely, FORM LLD-1) and file it with the Secretary of State. You can do this by downloading and printing the form from the official website and sending a hard copy to the Secretary. Or you can also file online.
Read on to find out how to form an LLC in West Virginia step by step and what is required to get a strong foundation for your business growth in 2022.
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When filing your WV LLC Articles of Organization with the Secretary of State, one of the first sections you'll need to fill out is your business name.
Here's a list of all things you need to consider when choosing your LLC name:
Tip: Prepare 4-5 name options that you think are most suitable for your LLC and check them on the Secretary of State's website.
When starting an LLC in West Virginia, the state has no unique requirements regarding business names. You will only need to comply with the common ones for all limited liability companies in the U.S.
Make sure you reserve a domain name for your website to promote your products or services online now and not after the West Virginia LLC registration. It's important (although not obligatory) to get a domain name that matches the official LLC name. This way, your customers will be able to find your company's website much faster.
You should also register a trademark ($50) for your LLC to legally protect your brand name and logo. Once you choose a suitable mark, before filling out the application, make sure it’s acceptable in West Virginia (visit this page to see WV-specific restrictions on trademark registration).
Filing a DBA (doing business as) will cost you $25. However, a DBA will only allow you to run your business operations using a fictitious name for promotional purposes, whereas a trademark will protect your business branding.
When it comes to the question of how to start an LLC in West Virginia, under WV law §31D-5-501, every limited liability company is required to appoint an RA to run business in the state.
Absolutely anyone can be your RA, as this position does not require any special training. Thus, this can be your LLC member, a family member, or yourself.
A registered agent is engaged in the following:
Thus, it's best to hire an outside professional for the job. For example, this can be a reputable RA service or a business formation company that knows exactly how to set up an LLC in West Virginia.
RAs in West Virginia should:
When you are your own RA, the only advantage is that you don't have to pay anyone else for the services. However, in this case, your business is likely to suffer. Here are a few examples:
To find the most suitable RA company, make sure you compare its ratings with other similar companies on reputable review sites. This will help you find the best service provider in terms of price and quality.
In general, such companies offer the following services to their clients:
When forming an LLC in West Virginia, you will need to fill out and file Articles of Organization with the Secretary of State.
To make the LLC registration West Virginia process quick and cost-efficient, take a good look at the Articles of Organization form to know what information you will need to prepare and submit to the Secretary of State.
Your Articles of Organization must state the following information:
Once you fill out the Articles of Organization form, you want to check it twice for accuracy and include the filing fee ($100) receipt for confirmation. According to the official website, "The articles of organization may be filed with the Business & Licensing Division online on www.business4wv.com or by mail. Under standard processing, mail-in and online filings are processed by the division within 5-10 business days from the date the filing fee is received."
In WV, you can file your Certificate online on the official website of the state, by mail, or by fax.
Online applications will be processed faster. However, to access the necessary form, you must first register on the website, i.e. create an account. After that, you want to go to the "Register a Business" section and fill out all the necessary fields.
In the same section, if you plan to submit documents by mail, you can also download the form in PDF and print it.
Mail the complete form to any of the following offices:
|Charleston Office||One-Stop Business Center|
1615 Washington St. E.
Charleston, WV 25311
|Clarksburg Office||North Central WV Business Center|
200 W. Main St.
Clarksburg, WV 26301
|Martinsburg Office||Eastern Panhandle Business Center|
229 E. Martin St.
Martinsburg, WV 25401
Note that businesses in the medical cannabis niche cannot apply online. This can only be done by mail or in person at any of the Secretary of State's offices.
For more information, call 304-558-8000.
An Operating Agreement (OA) is like an internal contract between all the members of the LLC, which:
According to West Virginia Code § 31B - 1-103, "all members of a limited liability company may enter into an operating agreement, which need not be in writing, to regulate the affairs of the company and the conduct of its business, and to govern relations among the members, managers, and company."
West Virginia is not among the states that are required to have an OA, and it may seem like you can simply prepare a verbal agreement. However, a written OA provides the following benefits:
It doesn't matter if you're a single-member or multiple-member LLC - you will need an OA in both cases. This document acts as a protective shield for your business, allowing you to customize your LLC's terms according to the specific needs of its members. Your business will also become more flexible in terms of your state's default laws.
As your company grows, you may want to expand in the future. For this, you will need to attract investors to the project - this is where the OA will become an indispensable tool.
Your LLC's operating agreement will depend on the niche of your business, and you can prepare it without the help of an attorney. However, if your LLC has several members, then it's still recommended to involve an expert. In general, an OA contains the following points:
Since there is no need to file an OA with the Secretary of State, you will not have to wait for approval or pay any fees. However, each initial member of the LLC must agree with and sign their copy of the OA. You should also store the original document with your other important business documents in the principal office.
As soon as you get to know how to get an LLC in West Virginia, you will come across the necessity of getting an EIN (employer identification number) for tax purposes. The 9-digit number is required by the IRS to identify your LLC as a taxable entity. An EIN also allows you to hire employees for your LLC. But that's not the only reason why you need one.
Getting an EIN is a good idea because the 9-digit number will act as your "corporate veil." If you want to protect your personal assets in case of any lawsuit against your company, you will need to open a separate bank account for your LLC. And most U.S. banks require an EIN for this. Other reasons include the following:
When you think about how to apply for LLC in West Virginia, think about how you want to get a tax number for your company at the same time.
You can always get an EIN for free, even though some business formation services charge for the service.
You can fax the hard copy to 855-641-6935 or send it by mail to:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
For those who have no legal residence, principal office, or principal agency in any state:
Internal Revenue Service
Attn: EIN International Operation
Cincinnati, OH 45999
Fax: 855-215-1627 (within the U.S.)
Fax: 304-707-9471 (outside the U.S.)
Hours of operation: Monday to Friday, 7 a.m. to 10 p.m. Eastern Standard Time.
Keep in mind, though, that in this case, you will need to wait up to 4 weeks.
As for the information required to get an EIN, you will need to fill out the following fields:
As mentioned earlier, if you apply online, the number will be assigned in a few minutes. Whereas, applications by mail imply getting the result within 4 weeks.
So, how much does an LLC cost in West Virginia? Launching a limited liability company in any state usually costs a lot less when compared to launching a corporation. Still, it's not free. Thus, if you plan to open your own LLC, you should know how much a West Virginia LLC costs.
The WV state filing fee is probably the first fee you'll incur before your set up your LLC. The fee is $100 for both online filings and through other channels:
Additionally, you may want to reserve a business name, which will cost you $15. In VW, name reservations are available for up to 120 days. Simply fill out and file an Application for Name Reservation with the WV Secretary of State, Business and Licensing Division.
Don't forget about your initial annual report (Statement of Information). WV requires all LLCs operating within the state to file annual reports between January 1 and July 1 of each year following the calendar year in which the LLC was registered. Such reports allow the state to be aware of the current status of your LLC. The filing fee is:
If the deadline was overdue, you will have to pay a fine of $50.
If you want to set up a West Virginia Foreign LLC, the cost will be $150 for foreign LLCs in WV (+ an extra $1 if you're filing online) for online applications, by mail or fax. However, the $25 fee for filing your annual report will remain unchanged.
In West Virginia, just like in any other state, you can't have an LLC without hiring an RA, which is a mandatory requirement. Depending on what kind of company you choose, the cost of RA services varies from $49 to $300 per year.
To open LLC in West Virginia, you shouldn't forget about your local requirements, i.e. the city where you will run your business.
Therefore, you want to check with the following government agencies:
Make sure you get complete information on the necessary permits and business licenses.
An OA can be prepared on your own if you download the right template online. This won't cost you a thing. For those who want to create a legally competent OA, it's still best to address professionals who will cover all the peculiarities of the business and reduce any risks.
If you're not setting up a veteran-owned LLC, then you will need to pay the following taxes:
Among other things, some types of licenses and permits that need to be renewed will incur additional costs.
Getting approval from the Secretary of State for your LLC is great, but you still have a few important steps to take. So, having made the operating agreement and obtained a tax number, let's move on:
You don't want to mix your personal and business assets. A separate bank account for your business will help you keep your LLC profits/expenses separated from your own finances.
This way, you won't have to worry about having your property or finances taken away by any court due to your LLC's debts or lawsuits filed against your company.
How do you plan to handle accounting on your own? This is where you definitely don't want to save. In most cases, an in-house accountant will help manage the finances of the company in the long run and avoid potential legal risks.
As mentioned earlier, after setting up an LLC in West Virginia, some business niches will need to obtain special permits and/or licenses to legally operate within the state.
Check with your state and local government to find out exactly what you need to remain compliant.
No matter what services or products your LLC provides in the state, you will need to obtain certain insurance policies. There are different types of them, so what you need to do is consult experts in your niche about which policy is right for your business.
One thing for sure - to protect yourself and your employees from lawsuits, you will need to obtain the following ones:
Businesses today actively use a variety of advanced software tools to automate and optimize work processes. Check your competitors' solutions and determine your software requirements to find the best option for your LLC.
Starting your own website and promoting your services/products online is a great idea. However, you will need to think about registering a domain name that will match your brand name. Also, don't forget about other promotion channels through which you can attract customers and partners:
After creating an LLC in West Virginia, it's important to remain in good standing with the state, as well as maintain a reputation before your clients, partners, and potential investors alike. Otherwise, you can expect fines, lawsuits, or even a ban on commercial activity in the state.
Talking about annual reports, in West Virginia, they must be filed by both domestic and foreign LLCs. Each year before July 1, the firm must send a letter to the Secretary of State with basic information about the company, including the following:
A document filed after the due date, in addition to a $50 fine, will also damage your business reputation.
Also, make sure you keep track of your business licenses and permits when they expire. As the expiration date approaches, prepare the necessary documents for renewal.
Create your own minute book with important business documents, including the following:
This way, you will not have to worry during your next tax audit.
In addition, your LLC minute book, along with your organizational meeting minutes, may also be requested by potential buyers and investors.
A limited liability company is a welcoming legal structure for many businesses. Start an LLC is easy. Select your state to start.
As you can see, creating an LLC in West Virginia is not as complicated as it may seem at first glance. Even a first-timer can handle the registration process. Nevertheless, the most advantageous option is to hire experienced formation West Virginia services.
This way, you will have experts on board who will make sure there are no mistakes in your registration documents, save your time, and handle everything on their own, from name reservation to your LLC compliance with the state.