The first step in filling out the West Virginia Operating Agreement is to pick a business name.
There are a few requirements when choosing a West Virginia LLC name.

1. The name of your LLC must not be too similar to the name of another business entity already registered with the state of West Virginia. You can verify name availability by doing a West Virginia LLC name search with the West Virginia Secretary of State to be sure the LLC name is available.

2. The name of the LLC must include one of the following entity identifiers at the end of the business name:
– Limited Liability Company
– Ltd. Liability Company
– Ltd. Liability Co.
– Limited Company
– Ltd. Company
– Ltd. Co.
– L.L.C.
– LLC
– L.C.
– LC

Enter the LLC name including the identifier to continue. If you choose a name that is taken, the Secretary of State will return your application.

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.

The address of the Principal Office may be, but is not required to be, the actual place of the business. It can also be the main location where the business records are kept.

A physical address must be used for the Principal Office as PO Boxes are not acceptable.

The Designated Office is the physical address where the business will operate.  Unlike the Principal Office, this address has to be in West Virginia, but still can’t be a PO Box.

If there is an address where notifications should be mailed, enter that address in the Mailing Address section.

Unlike most states, a West Virginia Registered Agent is not a requirement for West Virginia LLCs. The Registered Agent is a party that is physically located in the state of West Virginia that will receive important notices and service of process (which means to accept papers that start a lawsuit) on behalf of the LLC.

Provided the LLC member lives in the state of West Virginia and is generally available during business hours, they may act as the Registered Agent. Additionally, any adult resident of the state, attorney or accountant in the state, or a Registered Agent Service can also act as the LLC’s Agent.

Enter an email address that is regularly checked as this address will receive important notices from the Secretary of State such as annual report reminders.

This optional section asks for the website of the business.

This optional section asks if you own or operate more than one business in the state of West Virginia.

The Organizer is someone who is involved with the LLC formation.  The Organizer may or may not be a member, such as a mentor, attorney, or accountant, but any of the initial member(s) could be listed as an Organizer.

There must be at least one Organizer listed. Provided the name and address of each Organizer.

This section allows for the election of a termination date. This is not a common election and most will check that this is an At-Will company and plans to conduct business for an indefinite period of time.

The next step provides information regarding whether the LLC is Manager-Managed or Member-Managed.

A Member-Managed LLC means the Members are involved with the day-to-day operations of the business. Many LLCs are operated and run by the owner, in which case would be Member-Managed.
A Manager-Managed LLC refers to a Limited Liability Company that hires a manager to run the business, similar to hiring a CEO of a corporation.

If the LLC will be Manager-Managed, check the box and enter the Manager’s name and address.

This section asks whether the LLC members are liable for the debts, obligations, and liabilities of the LLC.  Selecting “No” means all LLC debts, obligations, and liabilities are obligations to the LLC.  Choosing “Yes” means members are liable for the LLC’s debts, obligations, and liabilities.

If you select “Yes,” be sure to have written consent from the LLC Members saved with the company records.

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.

Related: How to Answer the Business Purpose Statement.

Select “Yes” to indicate the LLC is a scrap metal dealer if the business provides these services.

This is an optional section should additional information regarding the operation or regulation of the LLC needs to be included.

Enter the total number of attached pages included with the Articles of Organization.

The Articles of Organization provide an option to choose an effective date (start date) up to 90 days in the future.

Some will delay the effective date of the LLC if they aren’t ready to start the business, but want the filing out of the way or if they are close to the end of a calendar year and won’t begin any activities until the following year.

By default, the effective date is the day the Secretary of State files the formation paperwork. Otherwise, enter a different start date.

West Virginia LLCs that are at least 51% Veteran Owned will have their LLC fee waived.

Attach Veteran Affairs Form DD214 for any Veteran owners.

An authorized LLC Member will review the Articles of Organization to ensure they are correct and sign the document.

The completed Articles of Organization and state filing fee will be sent to one of the three state Business Service Centers:

One-Stop Business Center
1615 Washington Street East
Charleston, WV 25311

North Central WV Business Center
200 West Main Street
Clarksburg, WV 26301

Eastern Panhandle Business Center
229 E. Martin Street
Martinsburg, WV 25401