West Virginia Foreign Registration / File it yourself
Filing a West Virginia certificate of authority without a preparer
A foreign LLC can register in West Virginia on its own: Form LLF-1, the $150 fee and a certificate of existence (good standing) from the home state, dated during the current tax year. If you would like us to take over, $199 covers it.
Gather the facts
Before opening the form, collect the LLC's exact home-state name and state of organization, the principal office address and its county, the names and addresses of the members or managers with signing authority, the agent and designated office if you will name them, the company's purpose in a line or two, and an email address for notices.
Check the name
The name goes in as registered at home when it is available in West Virginia. If it is not, if the home-state name is not available in West Virginia, the company registers a forced DBA name that includes a required LLC term, and attaches a resolution adopting it; the name is not accepted without the resolution. A reservation in writing costs $15.
Line up the agent
The agent can be an individual resident of the state, a domestic corporation, another limited liability company, or a foreign corporation or foreign company. The designated office is optional, and the instructions say it need not be the principal place of business.
Order the certificate
Ask the home state's Secretary of State for a certificate of existence or good standing. It has to be dated during the current tax year. A Delaware certificate is $50 and a Wyoming certificate is $0.
Log in and start
Online filing runs through the West Virginia One Stop Business Portal. Create a user account, log in and choose to register a foreign company. The Secretary of State also offers a New Business Startup Wizard on its site that points out the other agencies a new business may need to register with.
Complete the form
Fill in every item. An individual member or manager with signature authority must sign and date the form, and an unsigned application is returned as incomplete. The instructions say to file one original, and two if you want a filed-stamped copy returned to you.
Pay
The fee is $150. Add $15 for each certified copy, and an expedite fee if you want faster service: $25 for the next business day, $250 for two hours or $500 for one hour.
The mail route
On paper, file one original, and two if you want a filed-stamped copy returned to you. Checks are payable to West Virginia Secretary of State, and the form says to mail the filing to any Secretary of State hub office, such as the WV One Stop Business Center at 13 Kanawha Blvd. W., Suite 201, Charleston, or the North Central WV Business Hub at 153 West Main Street, Suite G, Clarksburg.
After you file
Keep the filed application and the receipt. Note the reporting window: between January 1 and June 30 of each year following the calendar year in which the business was registered, at $25. Notification of the filing requirement will be sent, but the company is responsible for filing the annual report as required by the code.
Where first-time filers go wrong
The instructions point to several traps. An individual member or manager with signature authority must sign and date the form, and an unsigned application is returned as incomplete. The form lists the members of a member-managed company or the managers of a manager-managed one, with addresses, and rejects an application that leaves them out. The certificate has to be from the current tax year, and the checkbox on the form says so.
If the company has already worked here
Registering late does not erase the period before it. The penalty page explains what the statute says about a company that transacted business without a certificate.
What the form asks about the business
Be ready to explain in a line what the company does in West Virginia. The instructions explain why: the State Tax Department uses the description to tell the company which agencies to register with. They suggest examples such as real estate, construction of residential and commercial buildings or commercial painting.
Using the questionnaire we send
When you order from us, you answer questions that map onto the form: name, home state, offices, members or managers, agent and purpose. Anything you would put on the form yourself, you tell us instead, and we produce the finished document for review before it is filed.
Choosing between online and paper
Both routes carry the same fee. Online filing goes through the portal, and paper goes to a hub office or by mail. A company that wants a stamped copy of the filing back should send a second original on paper, or ask for a certified copy at $15.
Which entries need a second person
If the LLC has several members, each member with signing authority has to be listed with an address, and one individual signs. It helps to confirm those details with the other members before you start, because the form does not allow the list to be left for later.
Reserving the name
If you are not ready to file, a written reservation for $15 protects the name for 120 days. The instructions say that preparing LLC papers without a reservation is done at your own risk, because a telephone check of availability is not a guarantee.
Registration is not the business license
Filing the application alone does not qualify a company to do business in West Virginia, which also needs a business license from the Department of Tax and Revenue and any other license its work requires. Plan for that second filing separately.
If the company is veteran-owned
A veteran-owned company can have the registration fee waived by including a copy of Veterans Affairs Form DD214 with the application. The test: the veteran must be honorably discharged or discharged under honorable conditions, and a publicly owned entity must be at least 51 percent owned by veterans. The annual report fee follows the same pattern: the annual report fee is waived for veteran-owned entities for four years after initial formation.
When the exemption is the better filing
A company whose activities all sit on the statute's list can file Form LLF-2, Application for Exemption from Certificate of Authority of a Limited Liability Company for $25 instead of registering. The instructions tell the filer to review the business activities for which a company may claim exemption before filing for exempt status.
If you would rather not
If you prefer not to do this alone, our service collects the details, requests the certificate and submits the form, for $199.
Before you press submit
Check the name against the home record
Or adopt a forced DBA name with a resolution.
Confirm the certificate date
Dated during the current tax year.
Confirm the signature
An individual member or manager signs and dates it.
List the members or managers
With their addresses.
Check the amount
$150, plus any copies or expedite.
Registered agent: first year included, then $149 a year
$199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Doing it yourself: questions
Does the form require a lawyer?
No. A lawyer is useful for a different question: whether the company has to register at all.
Can I file on paper?
Yes, by mailing the form to a Secretary of State hub office.
Does the form need two originals?
One. Send two if you want a filed-stamped copy returned.
How quickly can it be done?
Standard handling takes 5 to 10 business days, and faster options cost extra.
What you pay
Get authority in West Virginia
West Virginia$199
+ $150 state fee
- Form LLF-1 prepared from your questionnaire answers
- A home-state good standing certificate dated in the current tax year
- A West Virginia agent for service of process, ours or your choice
- The filed certificate of authority, passed on to you
- Renewal: after the first year, the agent service renews at $149 a year
$150 is the Secretary of State's fee for an LLC. Veteran-owned companies can have it waived, and an exemption application costs $25. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Sources
- West Virginia SOS, register an out-of-state (foreign) business
- Form LLF-1 and instructions, application for certificate of authority of a limited liability company
- West Virginia SOS, fee schedule for services and registration
- West Virginia SOS, annual reports
- W. Va. Code 31B-10-1003, activities not constituting transacting business
- Form LLF-2, application for exemption from certificate of authority of a limited liability company
- W. Va. Code 31B-10-1002, application for certificate of authority
- Delaware Division of Corporations fee schedule (PDF)
- Wyoming Secretary of State, Business Division fee schedule
- West Virginia SOS, cancel or withdraw an out-of-state business
Working in West Virginia?
Order now and the application is on file before another reporting season passes.