Being a business owner, you would want to separate your personal assets and limit your personal liability when it comes to business-related finances. Forming an LLC is the best way to go about it.
If you plan to form an LLC in West Virginia, this guide will walk you through the various steps involved in this process.
Select A Name For The WV LLC
Choosing a legally acceptable and available business name is the first step to form an LLC. Name availability can be checked on the business name database section of the West Virginia Secretary of State official website.
WV LLC Name Rules
In order to get your LLC name approved, there are certain guidelines that you will need to abide by:
- LLC name should be easily identifiable and distinguishable from other names registered with the WV Secretary of State.
- LLC names should include ‘limited liability company’, ‘Limited Company’, or one of the abbreviations ‘LLC’, ‘L.L.C.’, ‘L.C.’ or ‘LC’. Company may be written as ‘Co.’ and Limited as ‘Ltd.’
- LLC name should not have words or phrases that can relate to government institutions or agencies (for example: CIA, Police, State Department, etc.)
- If your LLC name has words like ‘University’, ‘School’, ‘Attorney’, etc, you might need a relevant licensed individual (lawyer, lecturer, etc.) to be part of your organization.
Once you have decided your LLC name, you can reserve it for up to 120 days after submitting the Name Reservation Application with the WV Secretary of State. This needs to be done via mail. The name reservation filing fee is $15.
A Trade Name
Using your actual LLC name is not mandatory while doing business transactions. Instead, you can also go with a trade name or DBA (doing business as).
However, you first need to register your trade name by submitting the trade name application with the WV Secretary of State.
Designate a Registered Agent
Appointing a registered agent is one of the important steps that you need to take while forming an LLC in West Virginia. If you do not appoint a registered agent, the state will accept all legal documents on your LLC’s behalf.
What is a Registered Agent?
A registered agent (also known as Agent of Process) is an individual or an organization that acts on your LLC’s behalf to accept tax forms and legal papers (lawsuit notice or other court documents.
In layman’s terms, a registered agent is the point of contact between you and the state.
Registered Agent’s Eligibility
A registered agent should be a resident of the state or an organization that is allowed to operate in West Virginia. You can appoint someone from your business to be your LLC’s registered agent, or you can designate yourself, too.
Submit Articles of Organization
The final step in creating a West Virginia LLC is filing of Articles of Organization which should include the following information about your LLC:
- LLC’s name, email address, website URL and physical address
- Business purpose
- Registered Agent’s name and physical address
- Details if applicant runs any other business in WV
- Contact information of the organizers
- Details about the LLC (whether it is regular or professional, member-managed or manager-managed, period of existence, etc.)
- Details about members’ liability for business debts
- Effective date of starting your business (up to 90 days)
- Organizer’s signature
Articles of Organization can be filed online or via mail with a $100 non-refundable filing fee.
Once you get the approval, you have successfully created your West Virginia LLC. Below are some more steps that are necessary for your LLC’s smooth functioning.
Even though this document is not required by the state, it is advised to prepare one to ensure business transparency and better understanding between the members.
What Does an Operating Agreement Include?
An operating agreement is a detailed internal document that mentions the operating processes of a business. It specifies the responsibilities of all the members or managers and assists in protecting your limited liability by showcasing your LLC as a separate business entity.
Moreover, an operating agreement ensures all members, owners or managers are on the same page regarding the overall structure and operational procedures of the business. It helps in avoiding disputes and conflicts.
EIN, Phone Number, Bank Account and Credit Card
Obtaining an EIN is another important step that you need to take once your LLC has been officially formed and approved.
EIN stands for ‘Employer Identification Number’ and it is a 9-digit number assigned by the IRS (Internal Revenue Service). Having an EIN makes your tax filing and other formalities less complicated.
Moreover, you might need an EIN for certain actions such as opening a bank account, hiring people or filing state taxes.
You can apply for an EIN through the IRS website or via mail at the following mailing address:
Internal Revenue Service
Attn: EIN Operation
Cincinnati, OH 45999
There are no charges to obtain an EIN.
Getting a separate phone line for your LLC solidifies your existence as a business. You can use virtual phone numbers or toll-free numbers and route those numbers to your cell phones in order to make or receive calls and emails.
Opening a business bank account for your LLC is a good way to separate your personal and business assets, as soon as your LLC is formed. Also, it makes life easier for your accountants to file taxes for your LLC.
Obtaining a business credit card will help your LLC’s credit history and can raise capital for your business in the long run.
Tax Requirements and Other Regulations
Depending on the nature and location of your business, certain taxes, business permits or licenses, and other regulatory requirements might be applicable to your LLC.
If your LLC is a business that sells a physical product, you will need a seller’s permit through the Secretary of State that will let you collect sales tax.
If you hire employees in West Virginia, you will need to register for Employee Withholding Tax and Unemployment Insurance Tax with the WV State Tax Department.
Additionally, you will need to report your LLC’s income to the IRS using either Form 1065 (for multi-member) or Form 1040 (single-member).
There is no general WV business license, so you’ll have to consider specific requirements. These can vary depending on the county/city of your business operation. Depending on which specific industry or sector your LLC belongs to, certain state or local regulations might apply to your business. These permits might include health cards, construction permits, administrative approvals, etc.
For Federal licenses and permits, read this guide. For West Virginia regulations, visit the WV Online Portal.
Submit Annual Report
All domestic and foreign LLCs operating in West Virginia are required to submit an annual report with the Secretary of State.
You can file your report online using the online portal along with a $25 filing fee.
Late Submissions and Dissolution
If you fail to file your annual report within the deadline, you will have to pay a $50 fine on top of the $25 filing fee.
Moreover, the Secretary of State reserves the right to dissolve an LLC if it misses one or more state filings. A dissolution could result in the owners risking their limited liability protection.