Setting Up an LLC and Fictitious Name

Published: Published: | By Author Christine Kriz

 

Registering an LLC (Limited Liability Company) in Virginia and obtaining a fictitious name, also known as a trade name or a Doing Business As (DBA) name, involves several steps. You must renew your LLC license each year with the Virginia SCC. Following is a general guide to help you through the process for registering online.  Should you have any questions please reach out to the Laurel Ridge SBDC office at 540-868-7094 or mailto:email [email protected]

  • Choose a Name for Your LLC:
  • Register Your LLC with the Virginia SCC:
    • You will need to set up an account on the Virginia SCC website (https://cis.scc.virginia.gov/). Once your account is set up, please login.
    • Once logged in please select “Online Services.”
    • Select “New Businesses” from menu list.
    • Click on arrow next to “Business Entity Type” and click on “Limited Liability Corporation.”
    • Click on the arrow next to Filing Type and choose “Articles of Organization” then click continue.
    • You must choose the name for you LLC. Your LLC’s name must be unique and distinguishable from existing businesses registered in Virginia. In the space next to “Entity Name” type in your desired name and hit enter.
      1. If the message you get says that “name is not distinguishable,” you must choose a different name.
      2. If the message you get states “name not allowable,” you must type a comma after the name and add LLC.

Once you get a message that states “name is allowable”, please click on “Next” in the bottom right corner.

  • On the Articles of Organization page, please enter the contact information requested, selecting “perpetual” for time period and hit next in the bottom right of screen.

 

  • Designate a Registered Agent:
    • You will need to designate a registered agent for your LLC in Virginia. A registered agent is responsible for receiving legal documents and official mail on behalf of the LLC.
    • In Virginia, a registered agent can be any one of the following:
      1. An individual who is a resident of the Commonwealth and is (i) a member or manager of the limited liability company,
      2. a member or manager of a limited liability company that is a member or manager of the limited liability company,
      3. an officer or director of a corporation that is a member or manager of the limited liability company,
      4. a general partner of a general or limited partnership that is a member or manager of the limited liability company,
      5. a trustee of a trust that is a member or manager of the limited liability company, or
      6. a member of the Virginia State Bar, and whose business office is identical with the registered office.
    • On the registered agent screen, type in the contact information of your registered agent and click on “Create Individual RA”
      1. On RA capacity select appropriate title from pull down menu. Most will be “Member or Manager of LLC.” Once all contact information is entered, click on “Done”  On the next page you must check the box to select that the registered agent is a resident of Virginia.  When complete with appropriate information select “Next” at bottom right of screen.
    • On the Principle Office Location page enter the information of your company office. This is the official location for mail to be delivered. When complete hit “next” at bottom right of page.
    • On the Principle information page, most LLCs will be member managed. Select appropriate and click next at bottom right of page.
    • On the Supporting Documentation page, you may not be required to upload additional information. Please click “next” at bottom right of page.
    • On the Signatures page please type in appropriate information and hit “add” and then scroll down to select “next” at bottom right of page.
    • Review the information on the Articles of Organization page and then select “Add to shopping cart” at bottom right of page.
    • The fee as of October 2023, is $100. Select “checkout” and pay fee online. After you have paid the fee, you will want to print and download your Articles of Organization.
  • Get an Employer Identification Number (EIN):
  • Create an Operating Agreement (Optional):
    • Although not required by Virginia law, it is a good practice to create an operating agreement for your LLC. This document outlines the internal management and operating procedures of your LLC. Should you need an Operating Agreement template to help you get started, please reach out to your local SBDC.
  • Comply with State and Local Business Licenses and Permits:
    • Depending on your business type and location, you may need additional licenses and permits. Check with your local government and the Virginia Department of Taxation to ensure compliance.
  • File Annual Reports:
    • LLCs in Virginia are required to file an annual report with the State Corporation Commission. This report typically includes updated contact information and is due by the anniversary date of your LLC’s formation.
  • Pay Taxes:
    • Ensure you understand your tax obligations, including state and federal taxes. You may also need to register for Virginia state sales tax if applicable to your business.
  • Maintain Records:
    • Keep accurate records of all business activities, financial transactions, and legal documents related to your LLC.

It is advisable to consult with a business attorney or an SBDC that specializes in business formation to ensure you complete all the necessary steps correctly and efficiently. Additionally, specific requirements and fees may change over time, so it is essential to check the most up-to-date information on the Virginia SCC website and consult with local authorities when registering.