Business Entity Formation: Virginia building blocks

building_blocks_357877_7You have come up with an idea for a business, you have started drafting your business plan and you are ready to incorporate as a business entity.  How do you do that?

In Virginia, business registration is controlled by the State Corporation Commission.  (, the “SCC”.  The SCC is the government agency where formation documents are submitted, annual fess are paid and online business searches may be completed.

Before you start your business – you will need to think of a name, research if the name is available both in Virginia and nationally – and look into what type of business entity you want to register under.

If you choose to register as an LLC, you or your attorney will submit an Articles of Organization to the SCC.  Should you wish to register as a corporation, you or your attorney will submit an Articles of Incorporation.  The required information for both is minimal – but it is often recommended that additional protective language is included.

Along with the respective articles – if you are going into business with other people (or other businesses) it is advisable to draft a membership (LLC) or shareholder (corporation) agreement.  These agreements are helpful as they lay out a number of issues including how the business will be run, who will be in charge day to day and what to if one of you decides to leave or passes.

Once your articles are processed with the SCC, a Certificate of Organization (LLC) or a Certificate of Incorporation (Inc.) will be issued and your business entity will be up and running – and ready for a tax identification number (EIN), bank account and business license!

May 12th through May 16th is Small Business week with the Small Business Association.  To celebrate the ingenuity and hard work of small businesses, Winslow & McCurry will be posting each day this week regarding a different topic that has affected its small business clients.

If you have a question regarding business law, or are a small business and would like to seek legal advice from our small business attorneys, please contact our firm, Winslow & McCurry at 804.423.1382.