Virginia Foreign Registration / Fees
Virginia foreign LLC registration: what each step costs
Virginia takes $100 from a foreign LLC for Form LLC1052 and $50 every year afterward for the annual registration fee. Our own charge, $199, is billed on a separate line at checkout.
Virginia's fee by type of entity
| Entity | To register | Form |
|---|---|---|
| Limited liability company | $100 | Form LLC1052 |
| Limited partnership | $100 | Form LPA73.54 |
| Stock corporation, smallest case | from $75 | Form SCC759/921 |
| Nonstock corporation | $75 | Form SCC759/921 |
The corporation figure is a floor. It is $50 for each 25000 authorized shares or part of that, plus $25.
Corporation fee by authorized shares
| Authorized shares | State fee |
|---|---|
| Up to 25000 | $75 |
| Up to 50000 | $125 |
| Up to 100000 | $225 |
| 1000000 | $2,025 |
| More than 1000000 | $2,525 |
Each figure adds the $25 filing fee to the entrance fee. Above 1000000 authorized shares the entrance fee stops at $2,500.
The smaller Virginia filings, priced
| What is filed | Form number | Charge |
|---|---|---|
| Change of registered office or agent | Form LLC1016 | No fee |
| Amended application, LLC | Form LLC1055 | $25 |
| Agent resigns | Form LLC1017 | No fee |
| Change of principal office | Form LLC1018.1 | No fee |
| Reserve a name for 120 days | Form SCC631 | $10 |
| Cancel the registration, LLC | Form LLC1056 | $25 |
| Reinstate a canceled LLC | Form LLC1056.3P | $100 plus unpaid fees |
| Withdraw, foreign corporation | Form SCC767/929 | $10 |
A change of registered office or agent, a resignation and a change of principal office are all free.
Totals for a foreign LLC, worked out
| Case | Comes to | Made up of |
|---|---|---|
| Delaware LLC registers, with one certified copy | $150 | $100 + $50 |
| The same LLC, through its first annual fee | $200 | $150 + $50 |
| The same LLC, with Delaware's tax added | $600 | $200 + $400 |
| Any LLC, application and five annual fees | $350 | $100 + 5 x $50 |
| An annual fee paid late | $75 | $50 + $25 |
| Register, then cancel | $125 | $100 + $25 |
| Register, then amend once | $125 | $100 + $25 |
| Reinstate after one missed year | $175 | $100 + $50 + $25 |
The Delaware figures count a single certified copy of the certificate of formation with no amendments. Each further document adds to the home state's bill.
The certified copy is bought from your home state
Virginia does not issue it. The home state does, and it prices it. Delaware charges $50 per certified copy, and more when the office supplies the copies to be certified. A copy certified more than 12 months before the filing is bought again.
An extra charge for each document
The Commission charges $25 for each individual document filed with the Clerk, even if several come under one certification. An LLC whose home state certifies the articles and a separate amendment, and which files both, should expect that line.
The annual fee is smaller than the application
At $50 the yearly charge is half the $100 application. It recurs, and the Commission imposes it whatever other taxes the LLC pays.
What a late annual fee costs
A fee not paid by its date carries a $25 penalty, so $75 in all. Waiting too long ends the registration: a foreign LLC that has not paid by the last day of the third month after the due date stops being authorized to transact business, and its registration is canceled on that day, whether or not the Commission has mailed its notice.
Why the corporation figure moves
A corporation's fee depends on how many shares its articles authorize, and Virginia counts them in blocks of 25000. Moving from one block to the next adds $50. A nonstock corporation has no shares to count and pays the flat $75.
Cost of ownership over five years
An LLC pays the $100 application and five annual fees of $50, which is $350 to Virginia before any home-state charge.
When a second document adds a charge
Filing the certified copy of an amendment or a merger as its own document carries the $25 per-document charge. A company with several amendments should budget for each one.
What our fee covers
Our charge, $199, pays for gathering the facts, requesting the certified copy, drafting Form LLC1052 and submitting it. An owner who would rather file alone can use the self-filing page.
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Questions about Virginia's charges
Does an LLC's size change the Virginia fee?
No. Every foreign LLC pays $100.
What recurs?
The annual registration fee, $50.
What does a corporation pay?
From $75, depending on its authorized shares.
What is the cost of replacing the registered agent?
Nothing; Virginia lists the change at no fee.
Where will the state fee show?
As its own line at checkout.
What you pay
Register in Virginia
Virginia
$199
+ $100 Virginia fee
- Form LLC1052, completed from a short questionnaire
- Your certified copy of the articles, ordered so its date is still current
- Registered agent in Virginia, if you want ours
- Your certificate of registration, forwarded when it issues
- Renewal: after the first year, the agent service renews at $149 a year
$100 is Virginia's fee for an LLC. Corporations and other entities pay their own fees, listed on the fees page. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Sources
- SCC, foreign limited liability company forms and fees
- SCC, foreign business entities FAQ
- SCC, foreign registration checklist
- SCC, charter fee and entrance fee schedule for domestic and foreign corporations
- Code of Virginia 13.1-615.1, charter and entrance fees for corporations
- Instructions to Form SCC759/921, application for certificate of authority
- SCC, foreign limited partnership forms and fees
- State Corporation Commission, Office of the Clerk
- Code of Virginia 13.1-1051 to 13.1-1059, foreign limited liability companies
- Code of Virginia 13.1-1062, annual registration fees of limited liability companies
- SCC, foreign corporation forms and fees
- Delaware Division of Corporations fee schedule (PDF)
- Delaware Code Title 6, chapter 18, subchapter XI (fees and annual tax)
- Delaware Division of Corporations, LLC/LP/GP annual tax
- Code of Virginia 13.1-1064, penalty for failure to pay annual registration fees
Working in Virginia?
Order now and the application goes in with the right paper attached.