The Limited Liability Company (LLC) is a smart entity choice for many start-up businesses. The LLC provides personal liability protection and has the potential to save money on taxes. With a little research, you can learn how to form an LLC in West Virginia without an attorney.
Unlike a sole proprietorship or partnership where the small business owner can be personally liable for lawsuits against the business, the LLC is a separate legal structure, protecting for the business owner’s personal assets.
Besides the liability protection, the Limited Liability Company provides several other benefits over the sole proprietorship, partnership, and corporation because of the multiple tax options, ease of administration and management flexibility.
Forming an LLC in West Virginia can be both affordable and is simple enough for most people to start on their own. That said, it’s not a bad idea to have a legal professional like While the filing is pretty straightforward, it’s nice to have some support if you have questions, alerts when the annual report is due, forms like operating agreements, banking resolutions and more. There are companies like IncFile, Swyft Filings and others that do all of this for only $49.
To form a Limited Liability Company in West Virginia, file the Articles of Organization with the West Virginia Secretary of State. The LLC filing fee is $100, however the fee is waived for veteran-owned businesses.
Standard approval for the LLC is 5-10 days. Expedited service is available. One-hour approval is an additional $500, 2-hour approval is an additional $250 and 24-hour approval is an additional $25.
If you have questions, contact the West Virginia Secretary of State.
HOW TO FILE THE ARTICLES OF ORGANIZATION AND FORM A WEST VIRGINIA LLC
- Begin by downloading the Articles of Organization (Form LLD-1) from the West Virginia Secretary of State’s website.
Section 1: Name the LLC
If you have previously reserved an LLC name with the Secretary of State, you can select “Yes” and include the business name registration number. You do not have to reserve a name before forming the LLC.
Enter the name you want for the LLC. The name of the LLC has to differ from other entity names registered with the Secretary of State. You can also check on available LLC names in West Virginia before going through the filing process to be sure the one you want is available.
The name of the LLC must also include a name ending at the end of the business name. A name ending describes what type of business entity it is. Available name endings include:
- Limited Liability Company
- Ltd. Liability Company
- Ltd. Liability Co.
- Limited Company
- Ltd. Company
- Ltd. Co.
A comma may be used after the business name and before the name ending. “Cowboy Cleaners LLC” and “Cowboy Cleaners, LLC” are both acceptable.
Be sure to check the box indicating you used one of the name endings.
Section 2: Type of LLC
Choose whether the business is a regular LLC (most common) or PLLC (Professional LLC). A Professional LLC is an LLC that provides a service that requires licensing in West Virginia. See West Virginia Licenses and Permits for more information on which services require licensing.
If your business is licensed, be sure to attach the Verification of Eligibility proving licensure.
Section 3: Principal Office Address
In this section, enter the street address, city, state and zip code of the initial principal office. This address can be the physical address of the LLC or it can be the address where the business records are stored. This does not need to be an address in West Virginia but you may not use a PO Box for the designated office.
If you prefer to have the records of the LLC to be sent to a different address, enter that information in the Mailing Address Section. If the address is the same as the principal office, leave blank. A PO Box is acceptable to use.
Section 4: Initial Designated Office
The Designated Office is the physical address where the business will operate. This address has to be in West Virginia and can’t be a PO Box.
If there is an address where notifications should be mailed, enter that address in the Mailing Address section.
Section 5: Notice of Process
This is an optional section but you may want to have an “agent for service of process” which is a resident of West Virginia, a WV corporate entity or a Registered Agent service that acts as a point of contact to receive legal documents, tax notices, summons, subpoenas, etc on behalf of the LLC. This agent is commonly known in most states as a Registered Agent.
Even though the business owner can be the registered agent, their name and address become public record and with that comes a loss of privacy. This is more important for some entrepreneurs, especially when they are doing business from home since a PO Box can’t be used.
Section 6: E-mail Address
This is an optional section but you may enter an email address where the Annual Notice reminder can be sent. This doesn’t have to be a “business” email.
Section 7: Website Address
This is an optional section and if the business has a website address, you may enter it here.
Section 8: Number of Businesses Owned
Indicate the number of businesses owned in West Virginia. If you do not want to provide that information, check the “Decline to answer” box.
Section 9: Organizers
An LLC Organizer is someone involved with the formation of the Articles of Organization. The Organizer may or may not become a member, such as a mentor, attorney or accountant, but any of the initial members can be listed as an organizer.
At least one organizer must be listed, however each organizer having decision making authority for the LLC must be entered.
Section 10: LLC Existence
In this section, you can indicate how long it will remain in existence. Most LLCs will choose a “At-Will”, however some businesses (usually investment related) will have a specific closure date and will choose “Term”.
Section 11: Management Structure
The names and address of each member must be listed. If there are more than 4 members, attach an additional page.
This section asks if the LLC is Member-Managed or Manager-Managed.
- Member-Managed LLCs have an active involvement in the management and have authority to act on behalf of the LLC.
- Manager-Managed LLCs are hired by the members to run the LLC, similar to a CEO of a corporation. This is generally used when there are passive members in the LLC and the members do not actively manage or operate in the affairs of the business.
Most LLCs are member-managed and will often be the same individuals listed in Section 11 – Member Information.
If the LLC is Manager-Managed, enter their name(s) and address(es).
Section 12: Member Liability
This section asks whether the members are liable to debts, obligations and liabilities of the LLC. Selecting “No” means the all debts, obligations and liabilities of the LLC. Choosing “Yes” means members are liable for the debts, obligations and liabilities of the LLC.
If you select “Yes” be sure to have their written consent saved with the company records.
Section 13: LLC Purpose
Provide some basic information about what the business does. You will need to provide some basic information otherwise, the LLC filing will be rejected. If you want to keep the business purpose more open-ended, you can add “…including the transaction of any or all lawful business for which corporations may be incorporated in West
Virginia” in addition to the original purpose statement.
Section 14: Scrap Metal Dealer
If the LLC is a scrap metal dealer, check “Yes”, complete the Scrap Metal Dealer Form (SMD-1) and attach it to the Articles of Organization.
Section 15: Other Provisions
This is an optional section and not used by most LLCs. Here you would include additional rules for the operation of the LLC.
Section 16: Number of Attached
Indicate the number attached pages to ensure the Articles of Organization are properly filed.
Section 17: Effective Date
If you want the LLC to start immediately, choose the check box “the date and time of filing in the Secretary of State’s Office”. If you want the LLC to start later, choose “the following date” and enter a date less than 90 days in the future.
The main reason for delaying the LLC start date is when the filing is being done close to the end of a calendar year and the business isn’t going to have any activity until the start of the year. By delaying until the following year they will reduce the number of end-of-year filings.
Section 18: Veteran-Owned Business
If the LLC is is at least 51% owned by a veteran who was “honorably discharged or under honorable conditions”, check “Yes” and attach the veteran’s DD214 to the Articles of Organization.
Step 19: Signature
Have an individual forming the LLC sign and accept the terms and conditions.
Review that all the information is correct. If there are no corrections, print the form.
Step 14: Pay and File
The Articles can be filed by mail or sent by email.
There are 3 service centers:
One-Stop Business Center
1615 Washington Street East
Charleston, WV 25311
Phone: (304) 558-8000
Fax: (304) 558-8381
North Central WV Business Center
200 West Main Street
Clarksburg, WV 26301
Phone: (304) 367-2775
Fax: (304) 627-2243
Eastern Panhandle Business Center
229 E. Martin Street
Martinsburg, WV 25401
Phone: (304) 356-2654
Fax: (304) 260-4360
That concludes the basics of forming an LLC in West Virginia. Remember, even though you can do it yourself, there is more to an LLC than just the filing. If you have questions, work with an attorney or a specialized entity formation company such as IncFile or Swyft Filings to make sure everything is done correctly.
While not required, an Operating Agreement is recommended in many cases. An Operating Agreement is a legal document outlining the roles and responsibilities for the members of the LLC. Read more about when an LLC needs an Operating Agreement.
After filing the LLC, be sure to register for an Employer Identification Number (EIN) with the Internal Revenue Service (IRS). The EIN is basically a social security number for a business and will be needed before opening a business bank account. There is no cost to apply and it takes about 5 minutes to get. See how to apply for an EIN.
Last, before starting a business in West Virginia, you may still need to apply for business licenses, sales tax permits, self-employment taxes and more in West Virginia. See the Guide to Starting a Business in West Virginia for more information.