How to Register a Business Name in Virginia

Registering a Business Name – Step-by-Step Guide

Whether your business is an LLC, sole proprietorship, or a corporation, the steps are straightforward and similar. The most important thing is familiarizing yourself with the naming requirements in Virginia.

If you are creating a company and plan to operate your business under a name different from your company’s registered legal name, then you would need a DBA (Doing Business As).

Once you have come up with a unique name for your business, you can get it reserved with the State Corporation Commission’s (SCC) Clerk’s Information System (CIS). This step, however, is optional and is only required if you want to make sure no one else uses your business name before you have officially registered your business.

The final step, registering your business, involves submitting the necessary paperwork and fees to the State Corporation Commission. It is the most important step when it comes to making your business name official and legally recognized.

Let’s take a more detailed look at each step:

Step 1: Understand the Business Naming Rules in Virginia

Naming requirements vary by state, so even if you have experience in other locations, it’s important to familiarize yourself with Virginia’s specific rules. Here are some of the most important rules to keep in mind when coming up with a name for your business in Virginia:

1. Your name must be written in English, and you can only use Arabic or Roman numerals.
2. You can also use periods, commas, colons, semi-colons, apostrophes, round parentheses, or dashes. In addition, you can use minus signs, plus signs, equals signs, question marks, exclamation points, and @, #, $, %, &, and *. Using any other character, letter, or number will result in your name being rejected.
3. Depending on what type of business entity you choose, you’ll have to add certain words or abbreviations at the end of your business name. For corporations, your business name must include the words: “company,” “corporation,” “incorporated,” or “limited,” or their abbreviations: “Co.,” “Corp.,” “Inc.” or “Ltd.”If you’re starting an LLC in Virginia, then it must include one of these words in its name: “limited company” or “limited liability company,” or these abbreviations: “LC,” “L.C.,” “LLC” or “L.L.C.” Companies that are limited partnerships (LP) must have the words “limited partnership” or the abbreviations “LP” or “L.P.” in their names.
4. The “core name” must be different from the core name of every other company in Virginia. A core name refers to the primary part of your business name and excludes words or abbreviations that indicate the business entity type, and certain articles, conjunctions, and prepositions (such as “the,” “and,” “or,” “of” and “for”). For example, in the name “GreenTree LLC,” the core component is “GreenTree.” It is your responsibility to make sure that there is no other company in Virginia that uses the word “GreenTree” in its name.

To find out if your name is original, we recommend using the Name Check Availability tool on the CIS official site. Type the name you want to check in the search box and click on the Name Check button. If the name isn’t unique, the system will display the existing company with that name and a message saying, “Entity name entered is not distinguishable.”

Step 2: File a DBA or Doing Business As (Optional)

Filing a DBA or “Doing Business As” is an important step for businesses that want to operate under a name that’s different from its legally recognized name. A DBA is also referred to as a “t/a” (trading as) or “aka” (also known as”).

Any type of business, including a sole proprietorship, can file a DBA at any stage of the business registration process.

Here are some common scenarios where you might want to file a DBA:

1. When Starting Your Business

If you already know that your business is going to be operating under a name that’s different from your company’s legal name, then you can file a DBA at the outset. This gives you the flexibility to create multiple brands that offer different services and products.

2. After Forming Your Company

You can file a DBA after you’ve gotten your business registered, so you can expand your offerings or rebrand your business. For example, if your company, in its early stages, was focused on consulting and you now want to add a new service, you can create a new name for it and file a DBA to distinguish between the two services.

3. Entering New Markets

If you plan to expand your operations to new locations, then filing a DBA would be a quick way to create a new name that resonates more with the local market. For example, “ABC Virginia” could file a DBA as “ABC Carolina” when expanding into North Carolina.

4. Simplifying Business Names

If you ever feel that your company’s official name isn’t marketable or memorable enough, then you can file a DBA to operate under a more appealing and recognizable name.

5. Launching Multiple Brands

A major benefit of filing a DBA is that you can easily manage and promote multiple brands or product lines under one business umbrella. There is no limit to how many DBAs you can have, so you can easily expand and diversify your business offerings as much as you want.

Unlike the registered name of your business, a fictitious name doesn’t have to be unique, and there are no limitations or restrictions. You also don’t need to add any word to show whether it’s an LLC or a corporation.

You can file a DBA online through the Clerk’s Information System. If you’re an LLC or a corporation, then you’ll need to fill out a form called “Certificate of Assumed or Fictitious Name – Entity.” If you’re a sole proprietor, then you need to look for a form called “Certificate of Assumed or Fictitious Name – Individual.”

Both forms require a one-time fee of $10 and can be submitted either online through the CIS platform or by mail.

Note that it’s very important that you file a DBA before you start operating a fictitious name. Failure to do so could lead to fines of up to $2500 and, in some cases, even jail time.

If your business is registered with the CIS, then the fictitious name will be automatically linked to it (since you have to write the legal name of your business when filling out the DBA form). Once you’ve filled out the form, you’ll receive a “Fictitious Name” receipt. You can then request a certified copy of the receipt through the Clerk’s Information System for a fee of $6 (per copy).

To stop operating under a fictitious name, you have to fill out a form called “Certificate of Release of Assumed or Fictitious Name on File in a Circuit Court.” This form has a one-time fee of $6 and isn’t available online. It can only be filled at the clerk of the circuit court.

Step 3: Reserve Your Business Name (Optional)

Once you have decided on a name, you may have to get it reserved with the State Corporate Commission. This step is optional because if you have already registered your business in Virginia, then there’s no need to reserve the name since it’s already yours.

Reserving the name is only important if you want to make sure no one else uses it before you officially register your business.

To reserve your business name, you have to fill out a form called “Application for Reservation or Renewal of Reservation of a Business Entity Name” and pay a one-time fee of $10.

Note that the name you provide while filling out the form isn’t your company’s actual name. At this stage, it is referred to as a “proposed business entity name,” and it doesn’t have to include an entity designation (such as “LLC.” or “Corp.”). However, it does have to be unique.

Once you submit the form, the name is reserved for a period of 120 days.

Foreign corporations (those formed outside of Virginia but conducting business within the state) have the option to reserve a name for a period of one year. However, in addition to the name reservation form, they have to file a “Certificate of Good Standing” with the State Corporation Commission and pay a $25 fee.

You can renew the name as many times as you want during the 120-day period. Each renewal requires filling out the name reservation form again and paying the $10 fee. If you fail to renew the name, then it could be taken by someone else, which means you’ll lose your claim to it.

Step 4: Register Your Business to Make the Name Permanently Yours

Once you have chosen and reserved your business name through the State Corporation Commission in Virginia, the next step is to formally register your business. Not only does this step solidify your claim to the name, but it also establishes your business as a legal entity recognized by the Commonwealth.

To register your business, you have to file your company’s articles of organization (if it’s an LLC) or articles of incorporation (if it’s a corporation). Here are some of the things you’ll have to provide when filling out these forms:

• Your company’s legal name.
• Location of the principal executive offices of your company.
• Details about your company’s registered agent (their name, qualifications, and location).
• Your signature.

A registered agent is someone designated to receive legal documents on behalf of your company. You can’t appoint yourself as your LLC’s registered agent in Virginia.

Once you have filled out the form, you’ll need to submit it along with a $100 filing fee to the State Corporation Commission.

The articles of incorporation have a filing fee of $25, and you also have to pay a “charter fee,” which depends on the number of authorized shares. If they are above 1 million, then you have to pay a fee of $2500. If they’re below 1 million, then you have to pay “$50 for each 25,000 shares or fraction thereof.”

As a sole proprietor, you only have to file a DBA, and there is no requirement to file articles of incorporation or appoint a registered agent. Note that if you plan to work as a freelancer without hiring anyone, then you don’t have to register your business.

Do I Need to Register My Business in Virginia?

Yes, without registering your business in Virginia, you can’t register your business name. However, whether or not you need to register your business mostly depends on the type of business entity you’re operating.

• Sole Proprietorship: As mentioned above, you don’t generally need to register your sole proprietorship business if you’re not going to be hiring anyone or you’re going to be operating under your own legal name. If you choose to operate under a name other than your own, you must file a DBA with the State Corporate Commission. For example, if your name is “John Smith,” but you plan to operate under “Smith Consulting,” then you’ll have to file a DBA.
• Partnership: If you’re forming a limited partnership, then you have to file a document called “Certificate of Limited Partnership” and pay a filing fee of $100. All partners have to provide their signatures when filling out the form.
• LLC (Limited Liability Company): LLCs must file articles of organization with the SCC to formally register the business entity. This process establishes the LLC as a legal entity separate from its owners, which means the LLC owners are generally not personally liable for the debts and liabilities of the business.
• Corporation: Corporations need to file articles of incorporation with the SCC to register the business entity. This step establishes the corporation as a legal entity with limited liability protection.

Sole proprietorships are the easiest to set up since there’s practically no formal paperwork required beyond filing a DBA if operating under a name other than your own.

Corporations are the hardest to set up because of the extensive legal requirements involved. These include filing articles of incorporation, appointing officers and directors, and meeting ongoing regulatory obligations. Depending on the size of the corporation, it can be a lot more expensive to register than an LLC.

How Much Is a Business Permit in Virginia?

Once you have registered your business, you need to apply for the necessary business permits and licenses. The cost of these permits can vary depending on the type and location of your business.

There is no statewide requirement for a business license in Virginia, so the specific permits and licenses you need will depend on your industry. For instance, if you’re in the food industry, you might need a health department permit and a Food Protection Manager (CFPM) certification, which cost $80 and $60-$100, respectively.

There might be a local business license that you’ll have to apply for, depending on the city or county where your business is located. For example, the City of Virginia Beach business license costs a flat fee of $50 for the first two years of operation, provided your business meets code qualifications and has gross receipts exceeding $200,000.

In the City of Richmond, you have to apply for a “Richmond business license” (also called “Business, Professional, and Occupational License (BPOL) Tax”) annually. Additionally, you have to get it within 30 days of starting your business in Virginia.

The cost of a business license in Richmond, Virginia, varies based on the gross receipts of the business:

• For gross receipts of $5,000 or less, there is no cost.
• For gross receipts between $5,001 and $250,000, the cost is $30 plus flat rate fees.
• For gross receipts over $250,000, the cost is calculated as Gross Receipts x Business Type Tax Rate plus flat rate fees, which vary depending on the type of business.

You may also need local permits. These can include zoning permits, building permits, and signage permits. The fees for these can vary widely depending on where your business is located in Virginia.

We recommend that you check with your local city or county government to determine the exact permits and licenses required for your business, as well as the associated costs. That will be the quickest way to get accurate and up-to-date information that fits your specific business location and industry needs.

How to Register a Business Name in Virginia Online

The best part about registering a business name in Virginia is that the entire process can be done online. From reserving your name to filing your articles of organization or incorporation, and even submitting any necessary annual reports or updates, Virginia’s Clerk’s Information System makes it very easy to manage all these tasks with just a few clicks.

Here’s how you can reserve and register a business name in Virginia online:

1. Create an account in the Clerk’s Information System.
2. In the menu bar you see at the top, click on Online Services and then select Name Reservations/Registrations/Fictitious Name.
3. Click on the drop-down menu and select Reserved Name.
4. Follow the on-screen instructions to fill out the name reservation form.

To register your business name, follow the first two steps, and then select Registered Name instead of Reserved Name. All you’ll have to do after that is follow the on-screen instructions to fill out the articles of organization or incorporation.

How Much Does It Cost to Register a Business Name in Virginia?

When reserving a name, you have to pay a filing fee of $10. If you want to renew it, you have to fill out the same form and pay another $10 fee for each renewal period.

Registering a business name is a different procedure. It doesn’t have a form of its own. Instead,  you fill out the registration document for articles of organization or incorporation. The former has a filing fee of $100, while the latter has a filing fee of $25 (along with a charter fee, which depends on the number of shares your corporation has issued).

How to Get a Virginia Tax ID Number

A tax ID number, also called an Employer Identification Number (EIN), is necessary for handling tax-related tasks for your business with federal and state authorities. It essentially allows you to hire employees and open a business bank account.

Getting an EIN is free and can be done online via the IRS website, by phone, fax, or mail. Applying online is the fastest option and gives you an EIN right after you finish the application.

When you apply online, the IRS verifies your identity and issues your EIN immediately. To apply by fax or mail, you have to download the Form SS-4 or the “Application for Employer Identification Number.” Here are some of the things you’ll have to provide when filling out the form:

• Legal name of the entity or individual applying for the EIN.
• Trade name of the business, if different from the legal name.
• Executor, administrator, trustee, or “care of” name (if applicable).
• Mailing address, including room, apartment, suite number, and P.O. box.
• City, state, and ZIP code for the mailing address.
• Street address (if different from mailing address, do not enter a P.O. box).
• City, state, and ZIP code for the street address.
• County and state where the principal business is located.

If your business was incorporated outside of the US, then you can only apply for an EIN by phone. During the application process, you’ll need to answer questions related to Form SS-4 over the phone. This includes providing information such as your entity’s legal name, trade name (if different), mailing address, and other relevant details as required on the form.

Note that other than a federal tax ID number (which is what’s commonly referred to as an EIN), you’ll also need a Virginia state tax ID number. As the name indicates, you’ll need it for state-level tax purposes, like handling state employment taxes or dealing with taxable goods such as alcohol or gasoline.

Applying for a Virginia state tax ID is similar to getting a federal EIN. You’ll need to provide details about your business and its founders, similar to the federal tax ID application. Make sure you have obtained your federal EIN before applying for the state ID online because you might have to provide your federal tax ID number as part of the process.

Register Your Business Name in Virginia as Soon as Possible

As you can tell, registering a business name in Virginia isn’t very complicated. The most important thing is to familiarize yourself with the naming rules in the Commonwealth. If your business name doesn’t comply with the regulations, then there’s a good chance your application will be rejected.

The business name needs to have an entity designator at the end. For example, if it’s an LLC, then the name must include a word or an abbreviation at the end that indicates it’s an LLC, and not a corporation.

You can then file a DBA if you plan to operate under a different name. If not, then you can go ahead and get your name reserved for 120 days after paying a one-time fee of $10. You can skip this step and save the $10 fee by proceeding directly to register your business, which automatically includes the registration of your chosen business name.

Once your business is registered in Virginia, no one can use your name. You’re free to use it exclusively for your business activities within the state.