Maintaining Your Business

1. Annual Registration Fees: all Virginia and foreign corporations must pay their annual registration fee by the last day of the month in which it was incorporated. This fee can be paid online through the Clerk's Information System. If the payment is not received by the due date, a penalty will be imposed equal to 10% of the fee (but not less than $10).
2. Annual Reports: all Virginia and foreign corporations are required by the Commonwealth to file an acceptable annual report every year following the year of incorporation.  There is no fee associated with filing an annual report and it can be filed online through the Clerk's Information System. The annual report is due each year by the last day of the month in which the corporation was incorporated.

For Virginia Stock and Nonstock Corporations: If a corporation’s annual registration fee is not paid or its annual report is not filed on or before the last day of the fourth month after the due date, the corporation’s existence will be automatically terminated as of that date by operation of law.

For Foreign Stock and Nonstock Corporations: If a corporation’s annual registration fee is not paid or its annual report is not filed on or before the last day of the fourth month after the due date, the corporation’s authority to transact business in Virginia will be automatically revoked as of that date by operation of law.

1. Annual Registration Fees: all Virginia and foreign limited liability companies must pay their annual registration each year after the year of its formation. The registration fee is due by the last day of the month in which it was formed. This fee is $50 and can be paid online through the Clerk's Information System If the payment is not received by the due date, a $25 penalty will be imposed.

For Virginia Limited Liability Companies: If the annual registration fee is not paid on or before the last day of the third month following its due date, the LLC’s existence will be automatically canceled by operation of law.  

For Foreign Limited Liability Companies: If the annual registration fee is not paid on or before the last day of the third month following its due date, the LLC’s registration to transact business in Virginia will be automatically canceled by operation of law.

1. Annual Registration Fees: all Virginia and foreign Limited Partnerships and Business Trusts must pay their annual registration each year after the year of its registration with the SCC. The registration fee is assessed July 1st and is due annually on or before September 30th. This fee is $50 and can be paid online through the Clerk's Information System. If the payment is not received by the due date, a $25 penalty will be imposed.

Virginia Limited Partnerships or Business Trusts: If payment is not received by December 31st, the Limited Partnership or Business Trust’s existence will be automatically canceled by operation of law.

Foreign Limited Partnerships or Business Trusts: If payment is not received by December 31st, the Limited Partnership or Business Trust’s registration to transact business in Virginia will be automatically canceled by operation of law.

1. Annual Continuation Reports: To maintain status as a registered limited liability partnership, all Virginia and foreign limited liability partnerships and limited liability limited partnerships must file an annual continuation report every year following the year of registration. Annual continuation reports are due by July 1st. If the annual continuation report is not received on or before September 1st, the Commission will send a notice of impending cancellation. If the annual continuation report is not filed by November 1st, the registration as a limited liability partnership will be automatically canceled. A $50.00 filing fee is required. The annual continuation report can be filed online in real time through the Clerk's Information System.

All registered companies who conduct business in Virginia are required to maintain a registered agent and a Virginia registered office. Annual notices for registration fees and/or annual reports are mailed to the registered office. The registered agent and/or registered office must be updated if the:

• Agent moves their registered office,
• Agent resigns, dies, or ceases to be a resident of Virginia
• Agent ceases to be qualified as a registered agent or
• Company has had its existence canceled or terminated, or its authority to transact business in Virginia canceled or revoked.

To make changes, file a Statement of Change of Registered Agent And/ Or Registered Office. See Registered Agent, Registered Office and Principal Office FAQs for more information. 

If your registered agent resigned and a new one has not been appointed within 31 days,  the Clerk’s Office will notify you to appoint a new registered agent and place your business in a pending inactive status. If you fail to appoint a new Registered agent by the last day of the second month following the month of notification, the Commission will automatically terminated, revoked, or canceled your business’ registration.

If your business was automatically terminated, revoked, or canceled you may reinstate within a five-year period following the termination, revocation or cancellation. Reinstatements can be completed in real time, online through the Clerk's Information System.