Complete the following steps to register your business.
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Disclaimer The Virginia State Corporation Commission requires a business name to be distinguishable from a name that has been designated, registered or reserved for use by another business entity. We will endeavor to obtain the name or names you list below for your business, but cannot guarantee availability. If a name choice is unavailable, we will contact you for alternative names before we form your company.
The Virginia State Corporation Commission permits persons to reserve the exclusive use of an available business entity name for a period of at least 120 days by filing an application and paying a filing fee. If you have reserved a business name that you want to use for your entity, we will need you to sign a release of the name to us for the purpose of forming your company with that name.
Please verify that the email address you entered is the one where you want to receive communications from us. That email address is the address of “record” where we will send ALL communications and/or documents. You must notify us from this email address that you want to change the email address of record.
Virginia statutes provide that certain businesses requiring professional licenses may organize as a Professional Corporation (“PC”) or a Professional Limited Liability Company (“PLC”). Some licensing entities require such businesses to organize as either a PC or a PLC. If you are listed in the businesses below, you should check with your licensing entity to determine whether your business must be organized as a professional entity. We will form your business as either a professional or non-professional organization, but we make no representation regarding whether your particular profession requires a professional entity.
Virginia law permits your profession to organize as a professional limited liability company (PLC) or a professional corporation (PC). If you organize as one of those entities, your company can only engage in the delivery of those services and may not engage in other kinds of business, although there are exceptions for certain kinds of investment activities. Some professions, such as attorneys at law and dentists must organize as one of those entities. In general, only those persons licensed to practice that professions can be owners of the entity.
Limited liability companies and corporations differ in their documentation, formality and tax consequences. If you are unfamiliar with these differences, at a minimum you should review the discussion under the Formation and Registration and Operating Document tabs under Services we Offer
The first year with Brennan & Clary, PLC as a registered agent is included in the purchase price. If you later decide to change us from being your registered agent, we will need additional information. That information is how you qualify as being a registered agent, (must be a member or manager of a LLC or officer or director of Corporation or a member of the Virginia bar or a business that is authorized to do business in Virginia), the agent's address for service, which is the registered office.
This means the cash, property or services contributed by the initial members to form the limited liability company. The contributions made by each member are customarily equivalent to the member's percentage of ownership interest in the company. The amounts contributed can have a tax effect and you should contact your tax advisor to determine the most beneficial amount and the impact of disparate contributions. You should also understand that insufficient capitalization can have an effect on whether the limited liability protection this form of business affords its members may be disregarded.
Generally, a C corporation is taxed as an entity separate from its owners. The C corporation must file income tax returns and pay taxes on the taxable income earned by its business.
S corporations file informational tax returns, however, the owners of an S corporation will have to pay income tax (or deduct losses) generated by the S corporation’s business which flows-through to the personal tax returns of the owners. Eligibility to elect S corporation status is limited by certain IRS rules and the tax treatment which may apply to your company’s activities may be complex. Accordingly, you should check with your tax advisor to determine your eligibility and which tax form of corporation is better for your business.
Please enter the following information for each additional director:
This is the total maximum number of shares your company is authorized to issue to all shareholders. Subject to certain limitations, this may be changed in the future by amendments to your Articles of Incorporation. However, the initial Charter Fee paid to the VA SCC to form your company and the Annual Registration Fees it charges are based on the number of authorized shares. Currently, the lowest Charter fee and Annual Registration Fees are for a corporation with no more than 5,000 authorized shares.
Historically, the par value represented the amount invested as required by the Company’s charter. However, contemporary use has abandoned that approach and it is common to see stock with very low par values, e.g. $0.01. The residual consequence of par value is that a corporation may not issue its stock in exchange for less than its par value.
This is the price at which stock will be sold to the initial stockholders. It must be equal to or greater that the par value. The consideration paid may be any tangible or intangible property or benefit to the corporation, including cash, promissory notes, services performed, contracts for services to be performed, or other securities of the corporation.
Please enter the following information for each additional shareholder:
If you choose to have Virginia Lawyer Formed Businesses obtain your EIN, there is no additional cost.
The responsible party is the person that the IRS will contact if it has any issues or questions. The responsible party is not, based upon that status alone, responsible for the payment of the tax liabilities of the company.
The question relates to whether or not this particular entity, as opposed to other entities owned or controlled by the responsible person, has previously applied for an EIN.
If applicant is a withholding agent, enter the date income will first be paid to a nonresident alien.