How to Incorporate in Virginia

Virginia articles of incorporation are filed by mail or in person.

A business can incorporate in the state of Virginia by filing articles of incorporation with the State Corporation Commission. As of 2010, Virginia is part of a small group of states that have yet to transition to an Internet-based electronic filing system for business registration documents. Although information, instructions and downloadable forms are conveniently centralized on the State Corporation Commission website, articles of incorporation can still only be filed by mail or in person.

Things You'll Need

• Business name
• Filing fees

Instructions

1. Visit the entity formation section of the Virginia State Corporation Commission website. Access the "Business Registration Guide" to familiarize yourself with the incorporation process.

2. Check the availability of the name you wish to use for your business. Virginia law requires that business names be sufficiently distinguishable to avoid confusing the public. Click on the "Entity Search" link to access the state database of registered businesses. Search by exact name and by close iterations. If no matches are found, it is likely that articles of incorporation can be filed using the name chosen. Keep in mind, however, that a search in this database does not mean that the business name you want to use is available. To definitively check name availability or to reserve a business name, take the optional step of calling the State Corporation Commission as instructed on the website.

3. Click on the "Forms and Fees" link from the sidebar menu and then the "Stock Corporations" link under the "Virginia Entities" heading. Download the form "Articles of Incorporation for a Virginia Stock Corporation," form SCC 619.

4. Complete form SCC 619 according to the attached instructions. Provide the name of the corporation, business address, registered agent, number of authorized shares and the names and addresses of the initial directors. The form must be signed by at least one incorporator.

5. File form SCC 619 with a check for the appropriate fee by mail or in person as indicated in the instructions. The commission accepts requests for expedited handling of articles of incorporation if a separate form and fee are attached. Click on the link "Expedited Services" to download the form and instructions.

Tips & Warnings

• The articles of incorporation format that is provided by the state contains the minimum number of provisions required by Virginia law to form a corporation. A corporation is not required to use the form provided and can draft its own articles to include additional provisions according to the needs of the business. Consult an attorney if the standard form does not adequately address your business circumstances.

• There are business incorporation companies that will handle the set-up of your business for a fee.

References

• State Corporation Commission: Entity Formation
• Business.gov: Starting a Business in Virginia
• Virginia Business Registration Guide

Resources

• Virginia Department of Business Assistance: Business One Stop
• Commonwealth of Virginia: Business Start-Up Basics
• Central Virginia Small Business Development Center: Checklist for Starting a Business
• Entrepreneur: How to Name Your Business