Virginia Foreign Registration / Form LLC1052

Virginia Form LLC1052, statement by statement

LLC1052 is Virginia's Application for Certificate of Registration to Transact Business in Virginia as a Foreign Limited Liability Company. It costs $100, goes in with a certified copy of the articles of organization (or other constituent documents) and every amendment, authenticated by the official who keeps company records where the LLC was formed, and states 7 things by statute. We prepare it for $199.

The form at a glance

Title: Application for Certificate of Registration to Transact Business in Virginia as a Foreign Limited Liability Company
Form: LLC1052
Fee: $100
Attached: A certified copy of the articles of organization (or other constituent documents) and every amendment, authenticated by the official who keeps company records where the LLC was formed
Filed with: Virginia State Corporation Commission, Office of the Clerk
Signed: In the name of the LLC
Result: A certificate of registration

What the statute makes the application say

The LLC's name (or a designated name if its own is barred); its jurisdiction of formation and any earlier Virginia registration; its original date of organization and period of duration; the address of its proposed registered office in Virginia and the name of its registered agent there, with a statement of why that agent qualifies; a statement that the clerk of the Commission is irrevocably appointed its agent for service of process if the LLC fails to keep an agent; the address of its principal office; and a statement that it is a foreign limited liability company. The Commission furnishes the form and the LLC signs it in its own name.

Statement one: the name

Give the LLC's name as it is at home. If Virginia's naming section bars it, give a designated name that satisfies the section instead.

Statement two: where it was formed

Give the state or country of formation. If the LLC was ever registered in Virginia before, as a corporation, LLC, trust, limited partnership or registered LLP, the form also asks for the earlier name, type, jurisdiction and Commission identification number.

Statement three: when it was organized

Say when the LLC was originally organized, and give its period of duration.

Statement four: the registered office and agent

Give the address of the proposed registered office, with both the post office address and the county or city, and the name of the registered agent, with a statement of why that agent qualifies. A registered office that may be the same as any of the LLC's places of business is permitted.

Statement five: the clerk as backup agent

The clerk of the Commission is named in a fifth statement as the LLC's irrevocable backup for receiving process. The backup operates if the LLC keeps no registered agent, if the agent's authority has been revoked or the agent has quit, and if diligent efforts cannot locate or serve the agent.

Statement six: the principal office

Give the post office address of the principal office, with street and number if any.

Statement seven: the foreign LLC statement

A last statement identifies the company as a foreign limited liability company within the Code's own definition.

The home-state paper

Alongside the form goes a certified copy of the articles of organization (or other constituent documents) and every amendment, authenticated by the official who keeps company records where the LLC was formed. The Commission's checklist adds that the copies must be complete, that a certificate which merely certifies good standing will not do, and that a certified copy of each amendment, merger or conversion also goes in where one exists.

Fee and routes

Cost to file: $100, whether online or on the downloadable form. Each additional document submitted brings a further $25 filing fee.

What comes back

The Commission issues a certificate of registration when it finds that the application complies and the fees are in.

Common reasons to amend later

An amended application, Form LLC1055, at $25, is needed for a change of the LLC's name, a change of its jurisdiction of formation, or abandoning or changing a designated name. A moved registered office or principal office does not need one; each is changed by a statement of change at no fee.

Filing LLC1052 through us

Give us the company's particulars, the agent you prefer and the person who will sign. We draft the form, request the certified copy and file it. We charge $199, and the Commission charges $100.

Filing Form LLC1052 through us

Send your particulars
Name, home state, formation date, offices, agent.
Check the draft
Confirm the seven statements against your records.
We order the certified copy
Certified within 12 months.
We file
The form, the copy and the $100 fee.

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.

LLC1052 questions

How many statements does the form make?

What is attached?

A certified copy of the articles with all amendments.

Does Virginia take a certificate of good standing?

No.

Who signs?

A person authorized to sign in the name of the LLC.

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

Working in Virginia?

Order now and the application goes in with the right paper attached.