A Virginia LLC costs $100 to form and $50 a year with no annual report. A stock corporation costs $25 plus a share-based charter fee to form ($75 for up to 25,000 shares) and pays $50 or more a year, plus an annual report listing directors and officers. LLCs suit most small owner-operated businesses; corporations suit companies planning to issue stock to investors.
Code of Virginia § 13.1-615.1Code of Virginia § 13.1-775.1Code of Virginia § 13.1-775Virginia State Corporation CommissionCode of Virginia Title 13.1 and SCC Clerk's Office fee and FAQ pages reviewed November 10, 2026. Confirm current fees with the State Corporation Commission before filing.
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
The forks in the road.
Formation fee
LLC $100 (§ 13.1-1005). Stock corporation $25 filing plus $50 per 25,000 authorized shares (§§ 13.1-616, 13.1-615.1).
Code of Virginia § 13.1-615.1Yearly state fee
LLC $50 flat (§ 13.1-1062). Corporation $50 to $850 depending on authorized shares (§ 13.1-775.1).
Code of Virginia § 13.1-775.1Governance
LLC: operating agreement, member- or manager-managed. Corporation: board of directors electing officers, bylaws and shareholder meetings.
Virginia State Corporation CommissionLapse consequence
LLC canceled after three months unpaid; corporation terminated after four months without its report or fee.
Code of Virginia § 13.1-752What to have ready
- Decide whether you will sell equity to investors
- List who will manage day to day
- Estimate yearly state fees for each option
- Ask your tax adviser about S corporation status
- Choose an authorized share count if incorporating
- Pick a registered agent
Virginia LLC vs. Corporation: Costs, Filings and Fit
Virginia LLC vs. Corporation: Costs, Filings and Fit
Virginia LLC and corporation cost calculator
SCC fees (at cost)
$100.00
Our service fee
$149.00
Agent and kit
$199.00
First-year total
$448.00
Next year the SCC assesses an annual registration fee of $50.00, due by the last day of your formation month. Virginia LLCs file no annual report. Online expedite is extra: $50 or $100 next day, $200 same day.
Start with these options0 / 6 complete
Five-year state cost comparison
A Virginia LLC: $100 to form, then $50 a year, so $300 over five years with no annual report. A Virginia stock corporation with 5,000 authorized shares: $75 to form ($25 plus a $50 charter fee), then $50 a year, $275 over five years, plus four annual reports to prepare. A corporation with 100,000 authorized shares: $225 to form and $335 a year, $1,565 over five years. The share count, not the entity type, drives most of the difference for corporations.
Add our registered agent at $199 a year to either if you do not have a qualifying Virginia agent.
Source: law.lis.virginia.gov
Paperwork you sign up for
Corporations hold director and shareholder meetings, keep minutes and a share register, and file an annual report each year listing directors and principal officers (§ 13.1-775). LLCs run under an operating agreement, can be managed by members or managers, and file no annual report, only the $50 fee.
If you expect to raise money from investors who want preferred stock, a corporation is usually expected. If you want flexible profit splits among a few owners, an LLC fits better.
Source: law.lis.virginia.gov
Taxes are a separate choice
Virginia entity type and federal tax treatment are different decisions. An LLC can stay a disregarded entity or partnership, or elect S corporation treatment. A corporation is a C corporation unless it elects S status. Talk to your tax adviser; the SCC filing is the same regardless.
Source: law.lis.virginia.gov
Switching later
Virginia allows conversion between entity types. Converting an LLC to a corporation costs $25 under § 13.1-1005 plus the charter fee for the new corporation's authorized shares. Many founders start as an LLC and convert only when an investor requires it.
Source: www.scc.virginia.gov
Virginia law and SCC rules behind this.
| Topic | Virginia rule | Where it comes from |
|---|---|---|
| Formation fee | LLC $100 (§ 13.1-1005). Stock corporation $25 filing plus $50 per 25,000 authorized shares (§§ 13.1-616, 13.1-615.1). | Code of Virginia § 13.1-615.1 |
| Yearly state fee | LLC $50 flat (§ 13.1-1062). Corporation $50 to $850 depending on authorized shares (§ 13.1-775.1). | Code of Virginia § 13.1-775.1 |
| Annual report | Corporations file one each year (§ 13.1-775). LLCs do not. | Code of Virginia § 13.1-775 |
| Governance | LLC: operating agreement, member- or manager-managed. Corporation: board of directors electing officers, bylaws and shareholder meetings. | Virginia State Corporation Commission |
| Lapse consequence | LLC canceled after three months unpaid; corporation terminated after four months without its report or fee. | Code of Virginia § 13.1-752 |
Related Virginia reading.
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.
What Virginia owners ask us
Yes. An eligible LLC can elect S corporation treatment with the IRS without becoming a corporation under Virginia law.
Internal Revenue Service (IRS)Yes. Virginia allows entity conversions; converting an LLC to a corporation carries a $25 fee plus the charter fee (§ 13.1-1005).
Code of Virginia § 13.1-1005For a small company, the LLC: $100 plus $50 a year. A 5,000-share corporation is $75 plus $50 a year, but you also prepare an annual report every year.
Code of Virginia § 13.1-1062Yes. Corp USA prepares and submits your Virginia filing with the State Corporation Commission for you. The state fee is passed through at cost and our service fee is shown separately at checkout, so you never have to work through the state's filing system yourself.
Virginia State Corporation Commission