STEP 1) VERIFY & SECURE BRAND NAME

Choose a Business Name

To secure and register your brand name it must be unique, not too similar to another registered name, and shouldn’t contain any restricted wording. To check, conduct a Business Entity Search through the state and if there are potential trademark issues conduct another quick search using the TESS System through the U.S. Patent Office.

Keep in mind your name must contain words like “Corporation”, “Incorporated”, “Company”, or “Limited”. Abbreviations like “Corp.”, “Inc.”, “Co.” or “Ltd.” are also fine. If needed, file an Application for Reservation of a Business Name form with the VA Corp. Commission that’s good for 120 days.

Filing Fee: $10

STEP 2) APPOINT A REGISTERED AGENT

Choose a Registered Agent

A Virginia Registered Agent is a certified individual or business entity that acts as an intermediary, receiving and helping to handle/process all official documents on your corp’s behalf. They must be a legal resident of the state or registered to conduct business and have a VA street address where they can be reached at all times during regular M-F workhours.

That said, you can hire an outside professional service and pay up to $160/year, or get an agent free of charge when you incorporate with IncFile or CorpNet. They handle this along with so much more depending on your startup package.

STEP 3) FILE ARTICLES OF INCORPORATION

Register an LLC

For your Virginia Corporation to be legally formed, file Articles of Incorporation with the VA State Corp Commission. It declares the basics of your brand for the public record including:

  • Corporate name, address, purpose,
  • Name and address of Virginia Registered Agent,
  • Number of shares the corporation is permitted to issue,
  • Name and address of every incorporator,
  • Name and address of every member of the Board of Directors, and so on

Filing Fee: $75 minimum for 25k shares; $2,525 max for shares over $1 million. View Fee Schedule for more info.

STEP 4) GET A CORPORATE RECORDS BOOK

File Annual Reports & Publication Requirements

Think of this as the hard copy record book where all critical corporate documents are kept like the Articles of Incorporation, Bylaws, meeting minutes, stock certificate ledger, stock certificates, stock certificate stubs, stock transfer documents, etc. It’s the ultimate company binder! They’re very common and while not necessary having one is highly recommended for all serious business entities.

You can find them at nearby office supply stores or on Amazon, but we’re huge fans of Corporate Kits which include gorgeous records books/binders you can brand for as little as $99.

STEP 5) ELECT DIRECTOR, MEET, DISCUSS BYLAWS

Hold a Meeting with Your Board of Directors

Appoint at least 1 initial Director who among other things will oversee the Virginia corporation until the first shareholder meeting where new directors will be voted in. Prepare an “Incorporator Statement” with complete names and addresses of each director and keep it in your records book. Once elected, an initial meeting should:

  • Appoint officers & discuss/create Corporate Bylaws.
  • Choose a bank & approve the issuance of stock certificates.
  • Agree on corporate seal and adopt official stock certificate form.
  • Approve s-corp (opt.). Record Minutes of Meeting, have directors sign, then add to records book.

STEP 6) SETUP A CORPORATE BANK ACCOUNT

Best Business Bank Account

First of all, your corporation’s financials need to be separate from all other accounts or streams of financial data. Don’t just assume you should set it up where you or your team already have personal bank accounts. Would that be convenient? Yes, but keep in mind there are plenty of options – local, state, and national banks as well as credit unions.

Try to look at the differences in fees, kickbacks, incentives and financial services on an annual basis when you do your comparisons. Just don’t be hasty. Do some homework. Here’s a quick breakdown article on Business Checking Accounts from some of the biggest banks to begin your research.

STEP 7) HANDLE TAXATION & LICENSING/PERMITS

Business Licenses

As a legally operating corporation in Virginia, you’re required to be 100% compliant with all relevant local/state/federal agencies. Ideally you should have an attorney or at least dedicate time to knocking this out yourself and doing the homework. That said, here are four resources to get started:

  1. Get an EIN, or Employer Identification Number, freely and quickly through the IRS Website.
  2. Bookmark the Richmond Small Business Admin as well as the Virginia SBDC website.
  3. To form an S-Corp, submit Form 2553 with the IRS and be sure all board of directors have signed it.
  4. Consider professional Business License Research packages that take care of the legwork for you.

OPTIONAL) WRITE A BUSINESS PLAN

Write a Business Plan

If you’re like most new corporations you a) have no one with solid experience in serious business planning/strategy aboard yet or, b) are operating more on a reactionary informal business plan. You’re moving and shaking and evolving day by day and the thought of crafting a professional business plan seems unnecessary until it’s time to search for funding.

First, modern business planning isn’t what it used to be. No one wants to see a 40-page breakdown. It’s about streamlining and focusing on core fundamentals; presentation-ready plans for everything from potential partners and investors to CrowdFunding. Learn more through our free resources below.

QUICK LINKS TO BUSINESS PLANNING

  • Our guide to Business Planning Tools breaks down the best software solutions to help you plan better. We’re huge fans of LivePlan, plus they offer our readers a special discount.

OPTIONAL) BUILD A BUSINESS WEBSITE

Build a Business Website

Start small, simple, and responsive then build over time only as your corporate needs grow. Don’t spend $4000 on a site before making a sale. Ideally, use profits to build from a basic landing page, agency site, or ecommerce store into something much more extensive.

It’s about marketing potential. It’s about brand expansion. It’s about social selling and generating leads by giving search engines a way to show your brand to the world. If this is your first web design rodeo, check out an easy to use website builder like Wix or Jimdo.

Need Help Forming Your Corporation?

Have a reliable incorporation service like IncFile or LegalZoom do the work for you. Just answer a few questions about your business and they’ll take care of the paperwork.

Although both offer virtually the same service, IncFile is $100 less and our top pick. Enjoy!

Visit IncFile Or Visit LegalZoom

Note that this article on how to form a Virginia Corporation isn’t a legal document or legal advice. It’s for informational purposes and the information above is subject to change. For specific legal questions regarding how to form a Virginia Corporation or business in general, please consult with a lawyer or other accredited professional.