How to Start a Corporation in West Virginia

Step 1: Name Your West Virginia Corporation

Choosing a business name is the first step in starting a corporation.

1. West Virginia naming guidelines:

Your corporation’s name:

• Must contain the word “incorporated”, “company”, “corporation”, or an abbreviation (e.g., corp, inc, etc.). 
• Cannot contain wording that states or implies that it is organized for any other purpose other than what’s stated in its Articles of Incorporation. 
• Must be distinguishable from names of corporations that are either registered or licensed to operate in the state of West Virginia.
• Must be distinguishable from fictitious names adopted by foreign corporations that are licensed to operate in West Virginia
• Must be distinguishable from any corporate name of  foreign corporations that are authorized to transact business in the state of West Virginia.

Read the West Virginia state statute regarding corporation naming guidelines for more information.

 2. Is my corporation name available in West Virginia?

Your West Virginia corporation name must be unique and distinguishable from other business names in West Virginia. Use the West Virginia Secretary of State’s Business Organization Search to determine if your desired business name is available.

3. Is the URL available?

Before registering your West Virginia corporation, you’ll need to check if a good URL is available for your business name. It’s important to secure your URL right away.

Step 2: Choose a West Virginia Registered Agent

You must appoint a West Virginia agent of process, also known as a registered agent, when registering your corporation with the Secretary of State’s Business & Licensing Division.

A registered agent is an individual or entity appointed to receive service of process, government correspondence, and compliance documents on behalf of a business.

Your registered agent can be an individual, business entity, or professional registered agent service. Any member of the corporation or individual can serve as your West Virginia agent for service of process as long as the person:

• is 18 years or older
• has a physical address in the state where business activity is conducted
• is available (in person) during normal business hours

Step 3: Hold an Organizational Meeting

Before you officially file the Articles of Incorporation in Step 4, you will need to hold an organizational meeting to complete the following tasks:

• Fill out and execute the Articles of Incorporation
• Create and approve bylaws
• Select your initial director(s)
• Determine your share structure
• Execute an Incorporator’s Statement

Create and Approve Corporate Bylaws

Bylaws are the rules that determine how your organization will be governed and run. For detailed instructions on creating your bylaws, read our corporate bylaws guide.

Step 4: File the West Virginia Articles of Incorporation

You will need to file Form CD-1 - Articles of Incorporation to set up a corporation in West Virginia. You may file it by mail, by email, by fax, in person, or online with the West Virginia Secretary of State. The filing cost is $100. 

This document will cover the basics of your corporation, including:

• Corporate name, street address, and statement of purpose
• Corporate email address and website (if applicable)
• Name and address of the agent to whom notice of process may be sent
• The number of authorized shares the corporation is allowed to issue
• The number of acres of land in West Virginia the corporation holds or is expected to hold
• Incorporator(s) name(s) and address(es)

The West Virginia Articles of Incorporation form issued by the Secretary of State can only be used to start a corporation with one share class. If the corporation needs a multiple share class structure, you must compose your own Articles of Incorporation.

Step 5: Get an EIN for Your West Virginia Corporation

An Employer Identification Number (EIN) is used by the federal government to identify a business entity. It is essentially a Social Security number for the company. An EIN is needed:

• To open a bank account for the company
• For federal and state tax purposes
• To hire employees

West Virginia State Corporation Tax Requirements

Depending on the nature of your business, you may be required to register for one or more forms of state tax:

West Virginia Sales Tax

If you’re selling a product, you’ll typically need to register for a seller's permit through the West Virginia One Stop Business Portal website. This allows a business to collect sales tax.

West Virginia Employer Taxes

If you hire employees, you will need to register for West Virginia employer taxes through the West Virginia One Stop Business Portal website. This includes Employee Withholding Tax, Unemployment Insurance Tax, and Disability Insurance.

West Virginia Corporation Licenses and Permits

To operate your corporation in West Virginia, you must comply with federal, state, and local government regulations. For example, restaurants likely need health permits, building permits, signage permits, etc.

Learn more in our West Virginia Business License guide.

File the West Virginia Corporate Annual Report

All West Virginia corporations must file an Annual Report with the Secretary of State by July 1. West Virginia encourages businesses to complete the filing online through the One Stop Business Portal. You will need to create an account to log in. 

The Secretary of State provides step-by-step instructions for how to complete the online filing. The filing fee is $25.

How to Get a West Virginia Certificate of Good Standing

A Certificate of Good Standing, known in West Virginia as a Certificate of Existence, verifies that your West Virginia corporation was legally formed and has been properly maintained.

You may order a Certificate of Existence in West Virginia by mail, by fax, by phone, by email, in person, or online. To order a certificate online, search the business database and, after selecting your corporation, click “Purchase Certificate of Existence.” For the other methods, submit the Customer Order Request form. The fee is $10.

How to Dissolve a Corporation in West Virginia

If at any point you would like to permanently stop doing business, or close your business, it is important to officially dissolve your corporation. Failure to do so in a timely fashion can result in tax liabilities, penalties, or even legal trouble.

There are five main steps to close your West Virginia corporation:

• Stop doing business
• Hold a board meeting, vote on dissolution, and record the meeting in the corporation minutes
• File the Articles of Dissolution with the West Virginia Secretary of State
• Close your federal and state business tax accounts with the IRS and West Virginia State Tax Department
• Close your business bank accounts

File Dissolution Documents

West Virginia corporations have two options for filing dissolution documents: one for those that have yet to issue shares and commence business and one for those that already did so.

Articles of Dissolution (No Shares Issued)
If your corporation has not issued shares or commenced business, you must file the Articles of Dissolution (Form CD-7). You may file it by mail, by email, by fax, in person or online through the West Virginia One Stop Business Portal. The filing fee is $25.

Articles of Dissolution (Shares Issued)
If your corporation already issued shares, you must file the Articles of Dissolution (Form CD-6). You may file it by mail, by email, by fax, in person or online through the West Virginia One Stop Business Portal. The filing fee is $25.