For already prepared documents, skip to step 3
Step 1: Check Name Availability
Choose three corporate names in order of preference and we check for availability.
Step 2: Prepare or Upload your Articles
Our online form will walk you through all required information.
Step 3: Specify Service Level and Service Options
Select the appropriate filing package or choose from the a la carte options.
Routine: 2 - 3 Business Days
Rush: 24 Hours
Email confirmation within one hour during normal business hours.
Your filing is now on its way!
If we receive your West Virginia Articles of Incorporation by 12 p.m. PST M-F, your corporation will be submitted and could be active the same day. This means your company will be given the submission date as your file date. If you mail the document to the state, like many filing services do, it will take several weeks longer for proof of filing.
Your Post-Filing Responsibilities
- File a Statement of Information: After the Articles of Incorporation are filed, the Secretary of State requires that you file a Statement of Information.
- Employer Identification Number: If you would like, we can obtain your EIN for your new company. Add it to your order and we will obtain the EIN within 24-48 hours.
- West Virginia Corporate Kit: Our Kits include a custom binder, seal embosser, bylaws and meeting minutes, 20 Stock certificates, and more. You can order you kit at the time of filing or if you prefer, you can place the order individually at our Corporate Kit order page.
Add these optional services to your order at the time of filing:
- Certificate of Good Standing: You may need additional copies if you are going to qualify or register in other states. Most certificates are good for 90 days.
- Additional Certified Copy of Articles: You may need this in the future for banks, loans, or professional licensing requirements.
The SunDoc Filings Advantage
- We have filed thousands of documents since 1999
- All filings received by 12 p.m. PST are submitted same day
- Most filing companies mail in your filings
West Virginia Corporate Formation Guidelines
The corporate name must contain "corporation," "incorporated," "company," "limited," "corp.," "inc.," "co.," or "ltd.". A corporate name found to be available may be reserved with the Virginia State Corporation Commission for a 120 day period for a filing fee of $10.
It is acceptable to state either alone or with a specific purpose clause, "To transact any or all lawful business for which corporations may be incorporated under the provisions of the Virginia Stock Corporation Act, other than the special kinds of business enumerated in Section 13.1-620 of said Act.
AUTHORIZED SHARES AND MINIMUM PAID IN CAPITAL
The maximum number of authorized shares for the minimum incorporation fee is 25,000. Authorizing more than 5,000 shares will subject the corporation to a greater-than-minimum registration fee.
There is no minimum amount of paid in capital required to commence business.
Preemptive rights are qualified granted in absence of a specific limitation or denial.
Cumulative voting is automatically denied unless specifically granted.
REGISTERED AGENT AND REGISTERED OFFICE
The corporation must maintain a registered agent and registered office to receive service of process in Virginia.
The minimum number of directors is one (1).
LIMITATION OF DIRECTORS' AND OFFICERS’ PERSONAL LIABILITY
The articles of incorporation may contain, within the limitations prescribed by the Virginia Stock Corporation Act, a provision eliminating or limiting the personal liability of a director and officer to the corporation or its stockholders for monetary damages for the breach of fiduciary duty as a director.
Minimum number of incorporators is one (1) (an individual, a domestic or foreign stock corporation, a domestic nonstock corporation, a profit or not-for-profit unincorporated association, a business trust, an estate, a partnership, or a trust) and there is no requirement that the incorporator be a resident of Virginia.
Submit to the Virginia State Corporation Commission one (1) executed original of the Articles of Incorporation. The State Corporation Commission will issue a Certificate of Incorporation.
AUTHORIZED SHARES FEE
$50 for each 25,000 shares or fraction thereof up to 1,000,000 shares; more than 1,000,000 shares - $2,500.
Information about West Virginia Corporations
SunDoc Filings can help you form a West Virginia corporation with the West Virginia Secretary of State on an expedited basis. To form a corporation in West Virginia or form a West Virginia subchapter S corporation, you must file the West Virginia Articles of Incorporation with the West Virginia Secretary of State. SunDoc Filings has been forming West Virginia corporations since 1999 and knows the state’s requirements to handle your formation professionally and without delay. Let us make the West Virginia incorporation process quick and painless for you by preparing and filing the West Virginia Articles of Incorporation with the West Virginia Secretary of State on your behalf.
How do I form a West Virginia Corporation?
First, we check corporate name availability with the West Virginia Secretary of State. Second, we prepare the West Virginia Articles of Incorporation. Third, before we form the West Virginia corporation, we verify that the Articles of Incorporation are free of errors. Fourth, we file the Articles of Incorporation with the West Virginia Secretary of State. Fifth, when the West Virginia Secretary of State files the West Virginia Articles of Incorporation, we will return the filed document to you.
What are the advantages of forming a West Virginia Corporation?
To begin with, there is the protection of the "corporate veil" that provides limited liability to the owners (shareholders). The shareholders are not personally liable for debts and obligations of the corporation. They can personally lose only to the extent of their investments in the West Virginia corporation form purchasing stock. Since the West Virginia corporation is an independent legal entity, the West Virginia corporation has continuous existence. It does not cease to exist simply because one of the shareholders dies or retires. Corporations often have an easier time setting up insurance, retirement funds, profit-sharing, pension, and stock option plans than other business entities.
When you form an West Virginia corporation, the owners (shareholders) are not personally liable for the debts and obligations of the West Virginia corporation. Ownership in an West Virginia corporation is more easily transferable than other business entities. Under most circumstances, shares of stock can be sold without restriction to a third party without having to obtain consent from the West Virginia corporation itself.
How do I obtain an EIN or Employer Identification number or Tax Payer ID number for my West Virginia Corporation?
After we form an West Virginia corporation on your behalf, we offer supporting services. We can obtain an employer identification number (an EIN) for your West Virginia corporation. An EIN is required to open a bank account, hire employees, and to start business credit for your West Virginia corporation. If you purchase our West Virginia premium package, EIN obtainment is included for your West Virginia corporation.
How do I form a West Virginia S Corporation?
It is important to understand that your West Virginia S corporation starts as a general stock corporation (C corporation). To obtain or to form an West Virginia S corporation, you must file for subchapter S status with the Internal Revenue Service (IRS). Forming an West Virginia S corporation simply means the corporation is taxed like a partnership or LLC with a pass through tax structure. Make sure to check with your accountant or the IRS for limitations or read about West Virginia C corporations below. By obtaining S corporation status in West Virginia, it eliminates double taxation and the corporation generally does not file a tax return. On their tax return, the West Virginia S corporation's shareholders include their share of the West Virginia Corporation's separately stated items of income, deduction, loss, and credit, and their share of non-separately stated income or loss.
What are the advantages of a C Corporation in West Virginia?
Generally most people form West Virginia C corporations that plan on publicly trading the corporation's stock. Since West Virginia S corporations cannot have more than 75 shareholders, choosing to maintain an West Virginia C corporation allows for 76 shareholders or more. An West Virginia C corporation can have multiple classes of stock such as preferred and common shares. An West Virginia C corporation will be double taxed since both the corporate entity and the individual owners have to file tax returns. However, an West Virginia S corporation can only be owned by individuals that are U.S. citizens or registered aliens, issue only one type of stock, and are limited to no more than 75 shareholders.
How do I obtain or prepare corporate bylaws for my West Virginia Corporation?
If you purchase our premium package, Sun will prepare the initial bylaws (standard language) for your West Virginia corporation and include meeting minutes (MS Word format) that you can prepare as needed.
What are the corporate bylaws and why are they so important for my West Virginia corporation?
The corporate bylaws serve as a blueprint for your West Virginia corporation The bylaws contain the rights, privileges, and powers of the officers, directors, and shareholders. Most West Virginia bylaws contain the number of directors and their names. West Virginia bylaws also contain the names of the officers for the titles: President, Vice-President, Secretary, and Treasurer/Chief Financial Officer (CFO).
Another important part of West Virginia corporation bylaws is to create "rules" on how the West Virginia corporation can open a bank account, take out loans, write checks, enter into contracts, obtain business credit, and issue stock certificates to its shareholders. Most West Virginia bylaws will reference a list of shareholders in alphabetical order that includes West Virginia shareholder's names, addresses, titles held with the West Virginia corporation, and the amount of shares the shareholder owns in the West Virginia corporation.
What is an West Virginia corporate seal?
After the West Virginia corporation prepares its bylaws or has Sun prepare the bylaws, the West Virginia corporation will need a corporate seal. A corporate seal is a handheld device that imprints paper with the corporation's name, state of formation, and date the West Virginia corporation was formed. Many banks and other lending institutes require West Virginia corporations to possess and use a corporation seal on business documents or loan papers. All West Virginia corporation kits that Sun sells contain a handheld corporate seal embosser.
What is a West Virginia corporate kit?
The West Virginia corporate kit is typically a hardbound binder that contains all of the West Virginia corporation's important documents such as the West Virginia Articles of Incorporation and bylaws. All the West Virginia corporation kits that Sun sells include having the West Virginia corporation's name hot stamped (professional imprint of the West Virginia corporation's name) on the spine. Most West Virginia corporation kits come with a slipcase to keep the binder safe. Some corporate kits are made with a slipcase built in. The choice is yours.
Another important part of an West Virginia corporate kit is stock certificates. All of the West Virginia corporate kits that Sun sells contain 20 custom stock certificates that include the West Virginia corporation's name, the amount of shares, the par value the corporation is authorized to issue, and the title of President and Secretary below the signature lines. If you have already formed your West Virginia corporation, you can order an West Virginia corporate kit by placing the order individually at our Corporate/LLC Kit order page. We have a selection of high quality kits that come in array of styles and colors.
Now that you have formed your West Virginia corporation, obtained your EIN from the IRS, decided upon whether to elect S corporation status or remain a C corporation, prepared the West Virginia bylaws, issued shares of stock, and used your seal embosser, it is time to verify which local city and/or county tax licenses your business will need. The best place to start is your city hall or county recorder's office. Take the time to verify your areas business licensing requirements. For those of you who plan to run your West Virginia corporation out of your home, check with your city or county to find out if a work at home permit is required. Once your licensing requirements are met, it is time to start operating your West Virginia corporation.