Corporation formation
Form a Corporation in Virginia: Articles of Incorporation
To form a corporation in Virginia, a stock corporation files Articles of Incorporation with the State Corporation Commission. The articles state the name, the number of authorized shares (and classes, if more than one), and the registered office and agent (§ 13.1-619). The SCC charges a $25 filing fee plus a charter fee of $50 for each 25,000 authorized shares, so 25,000 shares or fewer cost $75 all in.
Virginia fees re-checked against the Code of Virginia and SCC fee pages: November 10, 2026
Heads up: we are an independent company that prepares and submits Virginia filings for owners. We are not the Virginia State Corporation Commission and we do not give legal advice. Every state charge passes through at the exact amount billed, shown separately from our service fee.
- Filed with the Virginia State Corporation Commission
- We track your $50 annual registration fee
- Cited to the Code of Virginia, Title 13.1
- Talk to a filer: (386) 465-3937
Form a Corporation in Virginia: Articles of Incorporation: the Virginia specifics
Authorized shares drive two fees
The charter fee is $50 per 25,000 authorized shares (§ 13.1-615.1), and the yearly annual registration fee is $50 for up to 5,000 shares plus $15 for each additional 5,000, capped at $850 (§ 13.1-775.1). Authorizing 1,000,000 shares to look impressive costs $2,000 at formation and $850 every year.
Check it: Code of Virginia § 13.1-615.1Name endings (§ 13.1-630)
Corporation, incorporated, company or limited, or corp., inc., co. or ltd. The name may not imply the company is an LLC or limited partnership.
Check it: Code of Virginia § 13.1-630Registered agent in the articles
The initial agent must be a Virginia resident who is named as an initial director or is a member of the Virginia State Bar, or a business entity authorized in Virginia (§ 13.1-619).
Check it: Code of Virginia § 13.1-619Annual report plus fee
Virginia corporations file an annual report listing directors, principal officers and authorized shares, due with the annual registration fee by the last day of the anniversary month (§ 13.1-775). It can be filed no earlier than three months before the due date.
Check it: Code of Virginia § 13.1-775Optional corporate kit ($79)
Stock certificates, a share ledger, bylaws and minutes in one binder with an embosser seal. Optional and only charged if you add it.
Check it: Code of Virginia § 13.1-1028The annual report is real work, not a formality
Unlike an LLC, a Virginia corporation files an annual report every year listing its principal office, registered agent, directors and principal officers, and authorized shares (§ 13.1-775). The SCC will not accept it more than three months before the due date, and it returns an incomplete report for correction. If either the report or the fee is still missing on the last day of the fourth month after the due date, the corporation is terminated automatically (§ 13.1-752).
We prepare the report from your last filing, ask you to confirm officers and directors, and file it with the fee.
Source: law.lis.virginia.gov
A director can be the agent, an outside friend cannot
For the initial registered agent, the articles must show that the agent is a Virginia resident named as an initial director, a member of the Virginia State Bar, or a business entity authorized in Virginia (§ 13.1-619(A)(4)). Out-of-state founders and boards without a Virginia-resident director need an entity agent, which is what our $199 service provides.
Source: law.lis.virginia.gov
Form a Corporation in Virginia: Articles of Incorporation: questions
Many founders authorize 5,000 shares or fewer, which keeps the annual registration fee at the $50 minimum and the charter fee at $50. Ask your tax adviser if you expect outside investors.
Check it: Code of Virginia § 13.1-775.1Yes, by articles of amendment, but the SCC sets each year's fee from the share count on file two months before the anniversary month, so file the amendment early.
Check it: Virginia State Corporation CommissionCorp USA prepares and submits your Virginia filing with the State Corporation Commission's Clerk's Office for you. The official state fee is passed through at cost, with our service fee shown separately at checkout, so you do not need to go to the state's website to file.
Check it: Virginia State Corporation CommissionNo. The SCC creates the company. Your county, city or town may require a business license (often called BPOL) from the Commissioner of the Revenue, and zoning, Virginia Department of Taxation registration and professional licensing are separate steps that depend on where and how you operate.
Check it: Code of Virginia § 58.1-3703Ready when you are, Virginia.
Heads up: we are an independent company that prepares and submits Virginia filings for owners. We are not the Virginia State Corporation Commission and we do not give legal advice. Every state charge passes through at the exact amount billed, shown separately from our service fee.