Create an LLC in West Virginia

Quick facts about forming a West Virginia LLC

Filing Fee	$100
Processing Time	5-10 business days; expedited service available for a fee
Annual Report Fee	$25, due each year by July 1
Registered Agent Required	Yes, must have a physical West Virginia address
State Franchise Tax	None for LLCs
Business License	Most businesses must register a Business Registration Certificate
Managing Authority	West Virginia Secretary of State, Business & Licensing Division

How to start an LLC in West Virginia in 6 steps

If you’re thinking of forming an LLC in West Virginia, there are benefits to consider with this type of business entity. For starters, it generally pays lower taxes than a corporation.

While LLCs have the characteristics of corporations, sole proprietorships, and partnerships. The advantage of forming an LLC over partnerships and sole proprietorships in that it separates business liabilities from personal assets with the limited liability protection. However, it’s important to note that the protection is not guaranteed and depends on maintaining proper business conduct. 

West Virginia has a list of professions that cannot form LLCs and must instead form a Professional Limited Liability Company (PLLC). To form the PLLC, they must provide verification from their professional licensing agency that each member of the PLLC has a valid, current license from the licensing board to practice their profession.

There are six main steps to register an LLC in West Virginia:

1. Name your West Virginia LLC
2. Choose your registered agent
3. File articles of organization
4. Create an operating agreement 
5. Apply for an EIN
6. Obtain a Business Registration Certificate

Below, you’ll find a detailed explanation of each step and a short video to walk you through establishing your own LLC in WV.

Step 1: Name your West Virginia LLC

West Virginia has specific rules about naming your business. Most are either the same or similar to rules in other states. In West Virginia, choosing a business name is the first step.

You must carefully follow the rules established by the West Virginia Legislature for naming your business. Specifically:

• The name you choose must be distinguishable from any other business name in the state. The Secretary of State maintains a database of all business names in the state. You need to do a West Virginia business entity search – just plug in your desired business name and find out if there is already a business with that name in the state. The most common reason for the rejection of a business filing is that the proposed name for the new business is the same as an already existing West Virginia business
• If the name you want for your business is not distinguishable from another business in the state, you can apply to the Secretary of State for permission to use the name and, if established criteria are met, you may be able to use it
• Your name must include one of these phrases: “Limited Liability Company” or “limited company” or one of these abbreviations: “LLC” or “L.L.C.” or “LC” or “L.C.” You may also abbreviate “limited” as “Ltd” and “company” as “Co.”
• Your name may not include the words “incorporated, corporation, or corp”
• Your name may not include the words “banking” or “insurance”
• Your name may not include any words that could confuse it with a state or federal governmental entity, such as “treasury” or “state department”

Naming your professional limited liability company

Members of certain professions may form a Professional Limited Liability Company (PLLC). Only members licensed or otherwise legally authorized may be a member of the PLLC. The same rules that apply for naming an LLC apply to the naming of a PLLC.

Professions that qualify to form a PLLC and that may not form an LLC are:

• Attorneys
• Dentists
• Accountants
• Architects
• Land surveyors
• Chiropractors
• Social workers
• Physicians & Podiatrists
• Optometrists
• Veterinarians
• Engineers
• Osteopathic Physicians and Surgeons
• Psychologists
• Acupuncturists

To complete your filing for a business name, you must include the names of all who will be members of the PLLC and verification from the state licensing board that the professional licenses of all members are current and authorized to practice their profession.

Step 2: Choose a registered agent

As in all other states, every LLC in West Virginia must designate a registered agent. This West Virginia registered agent can be yourself if you provide a physical address and phone number, and the person designated to receive service of process is over the age of 18.

You must provide the name of the registered agent and the physical street address in West Virginia as a place where service of process can be made. The registered agent must be a resident of West Virginia or a corporation or LLC authorized to do business in West Virginia.

In West Virginia, the LLC may be its own registered agent. A registered agent may be a professional registered agent service.

Step 3: File articles of organization

An LLC in West Virginia is formed by filing articles of organization. In general, the following information must be included:

• Name: The exact name of the company you chose for your LLC in accordance with state law
• Purpose: A statement of the purpose that describes the type of activity the LLC will be conducting. For example, “commercial painting” or “professional practice of law”
• For PLLC’s: You must attach verification of eligibility from the state professional licensing board. This proves that each member has a valid license to practice their profession and that the license is current
• Registered agent: The name, physical address, mailing address, email, and phone number of the registered agent
• Names and addresses of all members. This means an actual physical address for each member as well as their emails and phone number
• Duration: Whether the term is expected to be perpetual or if there is a specific duration. If there is a specific duration, those dates must be included. The duration may be until the members decide it should end
• Place of business: Legal address of where the business will be operated
• Management: Whether the LLC is member-managed or manager-managed

State fees

There are quite a few state fees you must pay to begin your LLC and be ready to operate it as a business entity. Some of the West Virginia LLC cost considerations include:

Articles of organization: The fee for filing the Articles of Organization is $100. If you have an existing LLC and want to do business in West Virginia, the fee is $150. It will take 5-10 business days for processing.

Reservation of business name: $15.

DBA (trade name, if required): $25 for each DBA registered.

You can expedite the processing by paying the following fees:

• 24-hour processing: $25 fee
• 2-hour processing: $250 fee
• 1-hour processing: $500 fee

Pay an extra $15 for a certified copy of your Articles of Organization.

All fees are waived for veterans.

Rules and regulations change now and then. This may not be a complete list, so check with the office of the West Virginia Secretary of State before submitting your application to be sure you have covered all the fees. If a required fee does not accompany the application, the registration of your LLC will be delayed.

Annual report: Filing a WV annual report is mandatory for your LLC. The fee is $25. The annual report fee for veterans is waived for the first 4 years the LLC is in operation.

There is a $50 late filing fee. The failure to file an annual report may result in revocation of the LLCs authorization to do business in West Virginia.

How to file

You can file your articles of organization online. If you do this, you can pay the filing fee by credit card if you provide an e-payment authorization form.

If you prefer to file the documents in person or by mail, you can download the form and fill it out.

If mailing the articles of organization, they can be sent to any one of the following state business centers:

• Charleston Office One-Stop Business Center
  1615 Washington Street East
  Charleston, WV 25311
  Phone: (304) 558-8000 Fax: (304) 558-8381
• Clarksburg Office North Central WV Business Center
  200 West Main Street
  Clarksburg, WV 26301
  Phone: (304) 367-2775 Fax: (304) 627-2243
• Martinsburg Office Eastern Panhandle Business Center
  229 E. Martin Street
  Martinsburg, WV 25401
  Phone: (304) 356-2654 Fax: (304) 260-4360

You may walk into any of these three offices for in-person filing. Call first to get the hours of operation.

Step 4: Create an operating agreement

Creating a West Virginia LLC operating agreement isn’t required by the state, but it’s highly recommended. 

The Small Business Administration (SBA) of the federal government urges you to create this agreement and that it should include:

• Clarification of all verbal agreements among the members
• Clarification of all agreements with the state. This avoids defaulting to state rules in the case of disagreements
• Statement of how profits and liabilities will be distributed among the members
• Outlines the rights, roles, and responsibilities of all members
• Statement of how decisions will be made in general and how they will be made in case of conflict among the members
• Statement of how the ownership interests will be determined if an owner/member wants to leave the LLC, gets divorced, or declares bankruptcy
• What happens if the owner wants to dissolve the LLC

Step 5: Apply for an EIN

In some cases, for example if your LLC have employees, you will need to get an EIN from the IRS, which is an “employer identification number.”

Applying for an EIN is fast and free. Go to the IRS website and fill out form SS-4 for an LLC EIN. You will need to answer specific questions about your LLC and submit the Social Security Numbers (SSNs) of all the principals. You must also use a physical address for your LLC, which may be the address of a principal or the address of your Registered Agent.

Although you can apply yourself, you can also apply for an EIN with Tailor Brands.

Your EIN will be used for all tax and business purposes. Some ways you will use this number include:

• Opening your business checking account
• Separating your personal and business banking accounts and tax returns
• Adds to the credibility of your business when you are dealing with vendors
• Filing your LLC federal and state tax returns
• Issuing 1099s to LLC members
• Issuing 1099s to any independent contractors who do work for the LLC
• Reporting earnings of independent contractors to the IRS

Even if you’re nor required to obtain an EIN, there are personal benefits to using an EIN instead of just using your SSN. These include:

• Avoidance of personal identity theft
• Ability to open business banking accounts
• Adds credibility to your business
• Allows you to use 1099s when paying independent contractors
• The EIN will be in place when you later hire employees

Step 6: Obtain a West Virginia Business Registration Certificate

Most West Virginia LLCs must obtain a Business Registration Certificate before they begin operating in the state. The certificate is issued by the West Virginia State Tax Department and is required for nearly all businesses that sell products, provide services, hire employees, or engage in any revenue-generating activities within the state. A few professions regulated by separate licensing boards may have different requirements, but in general, almost every LLC must complete business registration.

To obtain the certificate, your LLC must submit a Business Registration Application (Form BUS-APP) through the West Virginia One Stop Business Portal or by filing directly with the State Tax Department. The application asks for basic business information, including your EIN, ownership details, business structure, and a description of your activities. Once approved, the State Tax Department issues your certificate, which must be displayed at your primary business location.

The cost for the Business Registration Certificate is $30, paid at the time of application. The certificate remains valid as long as your LLC stays in good standing with the state, and it does not require annual renewal. However, you must update the certificate if your business changes ownership, location, or entity structure. If your LLC falls behind on tax filings, the certificate can be revoked, and you’ll need to resolve the outstanding issues before reactivation.

What to do after you create a West Virginia LLC

Now that you have formed our LLC, you may sit back and be pleased. But your job is not over. You still have things to do.

Open a separate business bank account

It is important that you have separate personal and business accounts. To open an LLC bank account, you will need:

• Your EIN
• Your business formation documents
• Any ownership agreements
• Your valid business license

You may need more than one business account. Recommendations are that you have:

• A checking account specifically for the business
• A savings account for the business. This makes it easier for business employees to handle banking issues for the LLC
• At least one credit card in the name of the business
• Merchant service accounts so you can accept charge cards and debit cards from customers

It’s highly advised to never commingle business and personal accounts. Pay all debts and taxes for the business from the business accounts. This includes payments to LLC members, to all independent contractors, and legal fees for the LLC. Any payment to the registered agent must be made through the LLC.

Understand your ongoing annual LLC fees

You must file an annual report to the West Virginia Secretary of State. This costs $25. If you are late, there is a late fee of $50. If you are really late, the state may revoke your license to do business.

Obtain relevant business licenses and permits

In addition to complying with all federal and state requirements, check with your municipality. It may have specific permit requirements for the type of business for which you formed your LLC.

All West Virginia employers are required to maintain workers’ compensation insurance for their employees. There are other insurance requirements for different types of business. You can find the insurance requirements for West Virginia employers and businesses in general at the West Virginia One Stop Business Portal. 

Comply with West Virginia’s tax requirements

West Virginia LLCs are taxed at both the state and federal levels depending on how the business earns income and whether it has employees. While the state does not impose a separate franchise tax on LLCs, you’ll still have several tax obligations through the West Virginia State Tax Department. Staying compliant ensures your LLC remains in good standing and avoids penalties.

Income tax

West Virginia LLCs do not pay a separate state income tax at the entity level unless the LLC elects to be taxed as a corporation. By default, LLC profits pass through to the members, who report the income on their personal state tax returns. West Virginia uses a progressive income tax system, with current individual rates ranging from 2.36 percent to 5.12 percent depending on income. If your LLC elects corporate taxation, West Virginia’s corporate net income tax rate is 6.5 percent.

Sales tax

If your LLC sells taxable goods or certain services, you must collect and remit West Virginia sales tax. The state rate is 6 percent, but many municipalities charge an additional local sales tax, which can raise the total to 7 percent or more depending on the location. You must register for a Sales and Use Tax Account through the West Virginia State Tax Department before collecting tax. Not all goods are taxable, so check the state’s list of exemptions if you’re unsure.

Self-employment tax

LLC members are considered self-employed, so they must pay self-employment tax to the IRS, which covers Social Security and Medicare contributions. West Virginia does not impose a separate state-level self-employment tax, but members must report business income on their West Virginia personal income tax returns.

Payroll tax

If your LLC hires employees, you’ll need to withhold federal income tax, Social Security, Medicare, and Federal Unemployment Tax (FUTA). At the state level, employers must register for West Virginia withholding tax and file returns on a monthly or quarterly basis depending on payroll size. You must also pay into West Virginia Unemployment Insurance, which is administered through Workforce West Virginia.

Other state taxes

Depending on your industry, your LLC may be subject to additional state taxes such as excise taxes, contractor licensing taxes, or motor fuel taxes. Because tax obligations vary widely by business type, it’s wise to work with an accountant or tax professional to confirm which state and federal taxes apply to your LLC.

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