Virginia Foreign Corporation
If you own a corporation located in another state and want to conduct business in Virginia, you will need a Virginia Certificate of Authority from the State of Virginia. This is obtained by filing as a foreign corporation with the Virginia State Corporation Commission. Below, we go over what you need to register a foreign corporation in Virginia.
Rather have us file for you? Just hire us as your registered agent! Once in your account, you can choose to have us submit your filing for just $100 plus state fees.
Virginia Foreign Corporation Registration
Any corporation not actually formed (created) in Virginia is called a foreign corporation. Before your out-of-state corporation can legally do business in Virginia, you’ll need to register as a Virginia foreign corporation with the state. Here’s a quick overview of how to register:
Get certified copies of your company’s original organizational documents
Amendments count, too, so don’t forget those. The state or jurisdiction where you formed your corporation should have copies of all your original documents on file. You can usually order these from the Secretary of State’s office. Certified copy fees vary by state but are generally between $10 and $50.
Calculate your fees
This is easier if you’re a foreign corporation that doesn’t issue stocks. In that case, you can expect to pay $25 plus a $50 charter fee ($75 total) to register your foreign corporation in Virginia.
If you’re a foreign stock corporation, the math is different. The cost of fees will depend on how many authorized shares the company issues. For instance, a foreign corporation with between 1 and 25,000 shares can expect to pay $75, and the numbers get progressively higher from there. You’ll pay an additional $50 for every 25,000 shares, or fraction thereof. Consult the Virginia’s Corporate Fee Entrance schedule to get a better idea of how much money you’ll need for registration.
Designate a Virginia registered agent
This is a requirement for every Virginia foreign corporation. The person or business must be physically located in Virginia and be available to accept legal documents on behalf of your foreign corporation. You can do it yourself, but hiring us as your Virginia registered agent is simpler. We upload relevant documents into your account as soon as we get them, and our price stays the same every year.
Select the right form
You should use the same form for both foreign stock and foreign non-stock corporations. That form is SCC759/921. The form can also be filled out online by going to the Virginia State Corporation Commission’s Clerk Information System.
Don’t want to submit the form online? Mail it to the following address:
State Corporation Commission
P.O. Box 1197
Richmond, VA 23218
Providing Info About Your Virginia Foreign Corporation
Once you’ve got the right form for your Virginia corporation, make sure it includes the following information:
- The corporation’s name as it appears on the original articles of incorporation. If the name is already taken, you’ll need to select another name to operate under in the state (called a “designated name”). An online Business Entity Search can tell you if your preferred name is available.
- Original date of incorporation
- Corporation’s expiration date, if applicable. For most businesses, there is none. In that case, write “perpetual.”
- Corporation’s principal office. This should be a physical address, not a PO Box.
- The name of your Virginia registered agent.
- Virginia registered office location. This is where your Virginia registered agent will be available to accept state and legal documents.
- The foreign corporation’s officers and directors, as well as their respective business addresses.
- The corporation’s authorized number of stock shares, if applicable. If your corporation doesn’t offer stock shares, write “none.”
How Do I Get Started?
If you want to submit the paperwork yourself: You just need to sign up for our registered agent service in Virginia and you’ll find the form for a foreign corporation in Virginia is available in your client account immediately. There are also some tips on how to submit your documents with the state. You are required to have a Virginia registered agent anyway, so we try to make this an easy process for you, whether you want us to submit your papers or you want to send them to the State Corporation Commission yourself.
But if you’re considering the DIY approach, keep this in mind: the State Corporation Commission rejects 40 percent of foreign business entity applications. That can happen when the application isn’t completed, or when authenticated copies of the corporation’s organizational documents are missing. When you hire us, you’re hiring trusted professionals who can ensure everything is in order before they submit your application.
If you want us to file for you: Just sign up for registered agent service first and click the “Add services” tab from your account, and add our filing services for $100 plus the state filing fees. You can see real time status of our work in progress in your online account at all times. Once we are done with your foreign corporation registration in Virginia, we always store the filing into your online account, email it to you, and send you the original filed documents by mail.