A corporation is the traditional way to organize a business to limit your personal liability for your business’ contracts and the acts or omissions of others on behalf of your business. The operation of a corporation requires complying with certain formalities, which may or may not be necessary for the operation of a small business.
Within the last ten years, a new form of organization gained acceptance nationwide. That form is the limited liability company (“LLC”). The LLC allows small business owners to operate their businesses in the same manner as they would if they were a sole proprietor or a partnership, but also limits the personal liability of the owner or owners. In general, sole proprietorships and partnerships do not limit the owner’s personal liability for business acts or omissions.
Corporation and limited liability companies have different tax treatment and you should consult with your tax advisor regarding which form is most appropriate for you. To form an entity, the Virginia State Corporation Commission requires the filing of articles of incorporation for a corporation and articles of organization for a LLC. Currently, the Commission also requires a minimum filing fee in the amount of $75.00 for a corporation and a filing fee of $100.00 for an LLC.
Once the entity is formed, the Commission generates a certificate of incorporation for a corporation and a certificate of organization for a limited liability company. If you retain us, we will draft and file the appropriate documents and pay the filing fee. We will send you copies of the articles, the certificate and the receipt for the filing fee as a part of what we provide to you. We will also provide you with operating documents.