How to incorporate in Virginia
When forming a corporation in Virginia you have three choices. You can hire a lawyer to form your corporation, you can hire online corporation services, or you can do it yourself. What you want to keep in mind is that if you hire a law firm to form your corporation you can end up paying quite a bit of money because of filing fees and then the hourly fees that the law firm charges you to form the corporation. With online corporation services, you will spend less money than with a lawyer’s office, but it will still cost more than doing it yourself. How much you will pay for online corporation services will depend on what they charge, you will have to pay their fee plus any filing fees that are associated with forming a corporation. If you form the corporation yourself, all you will have to pay is the filing fees that go along with forming a corporation.
If you decide to form the corporation yourself the first thing that you will have to do is decide on a name for your corporation. When choosing your corporation’s name you will want to make sure that, it is not the same as or similar to any other registered business in Virginia, but you also have to make sure that it is different from any business names on the reserved list. When naming your corporation you have to avoid using language that implies your corporation is organized for a different purpose than what you are doing business for.
Corporations in Virginia do not need to file an operating agreement, but it is a good idea to have one on hand so you and your business partners agree on how the business should be run. In order to incorporate your business in Virginia you will need to file your articles of incorporation with the Virginia State Corporation Commission. Before you file your articles of incorporation you will want to make sure that your articles of incorporation contain the required information, if any of the information is missing your corporation will not be formed.
The first thing you need to include in your articles of incorporation is the incorporators, including how many there are. The incorporators will also have to sign and file the articles of incorporation with the Corporation Commission. You do not have to include the corporation’s purpose because any corporation can form in Virginia as long as it is for lawful business activity. You do not have to include the directors in the articles of incorporation, but you are still required to have them. You will need to include the number of shares that you corporation is going to be issuing; you will need to include the number of authorized shares for each class of stock.
You will also need to choose a registered agent for your corporation. In the articles of incorporation, you will need to include the name and address, plus the county of the registered office, and you will need to include the name and signature of the registered agent at that office. When choosing your registered agent for your corporation make sure you follow the requirements of the State of Virginia.
Once you have filed your articles of incorporation you will need to have an annual shareholder’s meeting to adopt the bylaws for the corporation. At the shareholder meeting you should also decide on purchasing a corporate seal. While corporate seals are not required by law anymore, they are still good to have on hand for opening bank accounts and issuing stock certificates.
