How to Get a Resale Certificate in Virginia

How to Get a Resale Certificate in Virginia

How to Get a Resale Certificate in Virginia

If you're buying products to resell in Virginia, you shouldn't be paying sales tax on those purchases. That's what a Virginia resale certificate is for, it tells your supplier that you're buying goods for resale, not personal use, and that you'll collect sales tax from the end customer instead.

The good news: Virginia's resale certificate is free to obtain, there's no separate application, and you can hand it to a supplier the same day you register your business. Here's exactly how it works and how to get yours.

Disclaimer: This article is informational only and does not constitute legal or tax advice. Consult a qualified attorney or CPA for guidance specific to your situation.

What Is a Virginia Resale Certificate?

A Virginia resale certificate (sometimes called a resale exemption certificate) is a document you give to a vendor or supplier to purchase goods without paying Virginia sales tax at the point of purchase. It certifies that you intend to resell those goods and will collect sales tax from your own customers when you make the final sale.

A few things to be clear about:

  • A resale certificate is not a separate license you apply for on its own.
  • It is tied directly to your Virginia sales tax account (your Retail Sales and Use Tax registration).
  • You cannot legally use a resale certificate if you don't have an active Virginia sales tax registration, or a valid out-of-state equivalent.
  • Misusing a resale certificate to avoid sales tax on personal purchases is fraud and carries serious penalties.

Virginia does not issue a physical "resale license" card. Instead, you fill out Form ST-10 (Sales and Use Tax Certificate of Exemption) and provide it to your supplier. This form serves as your resale certificate.

Who Needs a Virginia Resale Certificate?

You need a resale certificate if you are:

  • A retailer purchasing inventory to sell to end customers
  • A wholesaler buying goods to resell to other businesses
  • A manufacturer purchasing raw materials that will become part of a product you sell
  • An e-commerce seller based in Virginia (or with Virginia sales tax nexus) buying products to resell online
  • A dropshipper purchasing from a supplier who charges you sales tax

If you're simply buying supplies or equipment for your own business operations, not for resale, those purchases are generally taxable and a resale certificate does not apply.

Step 1: Register for a Virginia Sales Tax Account

Before you can use a resale certificate, you must be registered to collect Virginia Retail Sales and Use Tax. This is handled through the Virginia Department of Taxation.

How to register:

  1. Go to the Virginia Department of Taxation's official website at tax.virginia.gov.
  2. Use the iReg system (Virginia's online business registration portal) to register your business. You can access iReg directly at ireg.tax.virginia.gov.
  3. During registration, select Retail Sales and Use Tax as one of your tax types.
  4. Complete all required business information, including your Federal Employer Identification Number (FEIN) or Social Security Number (for sole proprietors), business address, and the date you expect to begin making sales.

Cost: Registering for a sales tax account in Virginia is free.

Processing time: Online registration is typically processed within a few business days. You'll receive your Virginia sales tax account number by mail.

Once registered, you're authorized to use Virginia's resale exemption certificate (Form ST-10) with your suppliers.

Step 2: Download and Complete Form ST-10

Virginia's resale certificate is Form ST-10, Sales and Use Tax Certificate of Exemption. You can download it directly from the Virginia Department of Taxation website.

Download link: Form ST-10 (PDF) from the Virginia Department of Taxation

Here's what you'll fill out on the form:

  • Your business name and address
  • Your Virginia sales tax account number (the one you received after registering with the Department of Taxation)
  • A description of the property being purchased, be specific. Don't just write "merchandise." Write something like "women's clothing for retail resale" or "electronic components for resale."
  • Your signature and date

You do not send this form to the state. You give it directly to your vendor or supplier. They keep it on file as proof that the sale was exempt from sales tax.

Step 3: Provide the Certificate to Your Suppliers

Once you've completed Form ST-10, hand it (or email a copy) to each vendor from whom you want to make tax-exempt purchases. Your supplier is required to keep this form on file in case of an audit.

A few important rules:

  • One certificate can cover multiple purchases from the same vendor, you don't need to fill out a new form every time you order, as long as the type of goods remains consistent.
  • If you change what you're buying (e.g., you start purchasing a new category of products), provide an updated certificate.
  • Some out-of-state suppliers may accept your Virginia Form ST-10; others may have their own exemption certificate form. Always ask your vendor what they prefer.
  • If you're purchasing from a vendor in another state, that state's rules apply. Virginia's ST-10 may not be accepted everywhere.

What About Out-of-State Sellers and Virginia Nexus?

If your business is based outside Virginia but you have sales tax nexus in Virginia (meaning you have significant sales into the state or a physical presence), you are required to register for Virginia sales tax. Once registered, you can use Virginia's Form ST-10 or your home-state exemption certificate, depending on where the seller is located.

Virginia's economic nexus threshold is $100,000 in annual gross sales or 200 or more transactions into Virginia in the previous or current calendar year. If you hit these thresholds, registration is mandatory.

Virginia Resale Certificate: Key Rules and Compliance

Misusing a resale certificate can result in back taxes, interest, and penalties, so make sure you're using it correctly.

Only Use It for Items You Will Resell

The exemption applies only to goods purchased for resale. Office supplies, equipment, tools, or anything you use in running your business (but don't sell to customers) are not exempt using a resale certificate.

Keep Records

Virginia law requires you to keep records of all tax-exempt purchases. Maintain copies of any ST-10 forms you've issued to vendors, along with invoices showing the tax-exempt transactions. The Virginia Department of Taxation recommends keeping records for at least three years.

Collect Sales Tax When You Sell

Once you've purchased inventory tax-free and you sell it to an end customer in Virginia, you are responsible for collecting and remitting the appropriate Virginia sales tax. The current state sales tax rate is 4.3%, plus a local rate of 1% (for a combined rate of 5.3% in most areas, though some localities like Northern Virginia and Hampton Roads have a higher combined rate of 6%). Check current rates at tax.virginia.gov.

File Your Sales Tax Returns

Virginia sales tax returns are typically filed monthly, quarterly, or annually depending on your sales volume. The Department of Taxation will assign your filing frequency when you register. File and pay through the Virginia Department of Taxation's online portal.

Virginia Resale Certificate vs. Other Exemption Certificates

Virginia has several sales tax exemption certificates, not just the resale certificate. It's worth knowing the difference:

Form Purpose Who Uses It
ST-10 Resale exemption Retailers, wholesalers, resellers
ST-11 Exemption for industrial/manufacturing use Manufacturers and industrial processors
ST-12 Exemption for farmers Agricultural businesses
ST-13 Exemption for nonprofit organizations Qualifying 501(c)(3) and other nonprofits

If you're not sure which form applies to your situation, consult a Virginia CPA or tax attorney before proceeding.

Do You Need a Separate Business License?

Your Virginia sales tax registration (and resale certificate authority) is separate from a business license. Depending on your locality and business type, you may also need:

  • A Virginia business license from your city or county (BPOL, Business, Professional, and Occupational License)
  • A registered business entity, such as an LLC or corporation, filed with the Virginia State Corporation Commission (SCC)
  • Industry-specific permits or professional licenses

Virginia doesn't require you to have a formal business entity (LLC, corporation, etc.) to get a sales tax registration, a sole proprietor can register just fine. However, forming an LLC or corporation provides liability protection that most business owners want. If you haven't formed your business entity yet, learn how to start an LLC in Virginia before moving forward with supplier relationships.

Common Questions About Virginia Resale Certificates

Is a Virginia resale certificate the same as a resale license?

Essentially, yes. Virginia doesn't issue a separate "resale license" card. Your authority to buy tax-exempt for resale comes from your sales tax registration, and the Form ST-10 is the document that proves it to vendors.

Does my Virginia resale certificate expire?

Virginia's Form ST-10 does not have a built-in expiration date. However, if your business closes or your sales tax registration is cancelled, the certificate is no longer valid. Some vendors may ask you to resubmit a new certificate periodically, that's their prerogative.

Can I use a Virginia resale certificate to buy from out-of-state vendors?

Sometimes. Many out-of-state vendors will accept Virginia's ST-10 as proof of resale status. Others require you to use their state's form or an MTC (Multijurisdictional Tax Exemption Certificate). Always check with the specific vendor.

What if my supplier refuses to accept my certificate?

Vendors are not legally required to accept a resale certificate, accepting one is at their discretion, though it's standard practice. If a vendor refuses, you'll need to pay the tax and may be able to claim a credit on your Virginia sales tax return if you can prove the purchase was genuinely for resale.

Can a sole proprietor get a resale certificate in Virginia?

Yes. Sole proprietors can register for sales tax in Virginia and use Form ST-10 just like any other business structure. You'll use your Social Security Number in place of an FEIN during registration if you don't have one.

Quick Summary: Getting Your Virginia Resale Certificate

  1. Register for Virginia Retail Sales and Use Tax at ireg.tax.virginia.gov, free, takes a few business days to process.
  2. Receive your Virginia sales tax account number in the mail.
  3. Download Form ST-10 from the Virginia Department of Taxation website.
  4. Complete Form ST-10 with your business details, account number, and description of goods.
  5. Provide the completed form to your suppliers, they keep it on file, you keep a copy.
  6. Collect and remit sales tax from your own customers when you make taxable sales in Virginia.

The entire process is straightforward and costs nothing. The main requirement is that you actually be registered to collect Virginia sales tax, everything else flows from there.

If your business situation is more complex, multiple states, a mix of taxable and exempt products, or significant sales volume, working with a Virginia CPA who handles sales tax compliance is well worth the investment. Sales tax audits are no fun, and a qualified professional can help you stay clean from the start.