Do I need to buy a Federal Labor Law Poster?

Category: FAQ

When you start a new business you will begin to receive all kinds of mail offering to sell you (or in some cases trying to scare you into buying) various items that are said to be needed. One of the most common is the signs and posters related to certain Federal labor laws that you may have seen in the employee break room where you have worked in the past. For example, signs about the minimum wage and certain employee rights.

While certain signs and posters ARE required to be displayed when you have employees these mailings fail to tell you that you can get all of the posters for free from the U.S. Department of Labor web site. Just visit the Department of Labor web site at https://www.dol.gov/whd/resources/posters.htm and you’ll be able to download and print any posters relevant to your business. No need to pay for them if you are able to just print them out and post them on your own.

Free bonus with all LLC formations – eBook “I Have an LLC – Now What?”

Category: FAQ, Virginia LLC's

I Have an LLC - Now What free eBook

The only thing worse than running your business as a sole proprietor (because of the unlimited personal liability and lousy tax treatment) is having an LLC but not running it in a way that maximizes your personal protection and all of the benefits provided by law. For that reason, we provide our expertly written eBook – “I Have an LLC – Now What? Your Complete Guide to your New Virginia LLC” – with every new LLC formation order. And even better, it’s free with your order.

This 12 page e-book is jam-packed with all of the information you need to be sure you’re moving forward with your new LLC properly and are taking advantage of the maximum legal protections available to you. Topics covered include:

1. The very first thing you should do once your LLC is approved and why it must be done first!

2. A checklist of the 11 other items you should have completed as you start your new business.

3. The do’s and don’ts of property and asset ownership as an LLC.

4. How to sign on behalf of your LLC in a way that ensures you will not take on personal responsibility or liability for the obligations of your new LLC. And more.

With the free Guide to Obtaining an EIN from the IRS, which is also included, you will have all of the information and advice you need to be sure your business gets off to a great start and that you are personally protected to the maximum extent allowed by law. Why wonder whether you have everything complete and correct when you can be sure? To get started, simply fill in our quick, secure one-page LLC order form. Your e-books will be on their way to you shortly.

VA LLC and Corporation Filing Fees

Category: FAQ, Virginia benefit corporations, Virginia corporations, Virginia LLC's

When starting your Virginia business, the last thing you want to spend your time on is calculating confusing government fees. Below, we break down your Virginia LLC and corporation filing fees!

Virginia LLC Filing Fees

Your Virginia LLC has a few filing fee requirements to keep in mind when you’re ready to register your business with the Commonwealth. Let’s dive into them!

Formation Fees are paid when you submit your initial paperwork. You can file through the Virginia State Corporation Commission (SCC)’s helpful online portal or submit along with your Articles of Organization via delivery, mail, or online upload. Forming an LLC (or registering an out-of-state LLC in Virginia) costs a flat rat of $100.

Annual fees are paid to keep your business in good standing with the Commonwealth. This costs a flat rate of $50.

Additional filing fees differ depending on the type of action your LLC undertakes:
• Form or register your LLC: $100
• Reinstate a closed LLC: $100
• Renew your LLC (required annually): $50
• Amend, restate, or correct articles: $25
• Change your LLC name: $25
• Close or merge your LLC: $25
• Domesticate a VA LLC in another state: $25
• Reserve, renew, or transfer a business name: $10

Need to update your principal office, registered agent office, or registered agent information? These filings are free.

Additionally, the SCC provides forms and instructions for common Virginia LLC filings that can help with any additional fees your specific business might incur.


Virginia Corporation Filing Fees

There are two types of corporations available in Virginia – stock corporations and non-stock corporations.

Stock corporations are allowed to have shareholders, and they are usually are formed to generate profit; non-stock corporations have members, not shareholders, and they are typically formed for non-profit purposes. The fees for starting and maintain your business change based on your corporation’s entity.

Stock Corporation

Formation Filing Fees are paid when you submit your initial paperwork. You can file through the online portal or submit your Articles of Incorporation via delivery, mail, or online upload. This costs a flat rate of $25.

Charter Fees are also paid when you submit your initial paperwork. This fee is based on the amount of shares the business is authorized to have. It is $50 per 25,000 shares. So 50,000 shares would be $100, 75,000 would be $150, and so on. For over 1,000,000 shares, it is $2,500. Therefore, if your corporation starts with fewer than 25,000 shareholders, your initial stock corporation filing fee will be $75.

If you aren’t sure how many your business is authorized for, check your Articles of Incorporation – the information must be included in there!

These fees are the same for registering an out-of-state corporation in Virginia as well. Keep in mind that all of your annual registration fees will also follow a per-authorized shares format.

There are a few other fees that you will have to pay for certain documents to be filed for your corporation, depending on your needs.
• Form or register your corporation: $25 + $50 per 25k authorized shares
• Renew your corporation (required annually): $100 + $30 per 5k of authorized shares (max $1,700)
• Reinstate a closed corporation: $100 + any unpaid fees
• Amend, restate, or correct articles: $25 + any charter fees
• Change your corporation name: $25
• Domesticate a VA corporation in another state: $25
• Reserve, renew, or transfer a business name: $10
• Merge your corporation: $25
• Close your corporation: $10
• Update principal office or registered agent information: $0

Non-Stock Corporation

Formation Filing Fees are paid when you submit your initial paperwork. Just like for stock corporations, you can file through the online portal or submit your Articles of Incorporation via delivery, mail, or online upload. This costs a flat rate of $25.

Charter Fees are also paid when you submit your initial paperwork. Unlike stock corporations, this is a flat-rate fee of $50. The fee is the same to register an out-of-state non-stock corporation in Virginia.

Therefore, your non-stock corporation filing fees total $75.

There are a few other fees that you will have to pay for certain documents to be filed for your non-stock corporation, depending on your needs. Note that these differ from stock corporations!
• Form or register your corporation: $75
• Renew your corporation (required annually): $25
• Reinstate a closed corporation: $10 + any unpaid fees
• Amend, restate, or correct articles: $25
• Change your corporation name: $25
• Domesticate a VA corporation in another state: $25
• Reserve, renew, or transfer a business name: $10
• Merge your corporation: $25
• Close your corporation: $10
• Update principal office or registered agent information: $0

With this information in mind, you’re all ready to start filling out the paperwork for your business! Learn more about how to start a Virginia LLC or corporation, or hire a qualified expert to assist you with the application process.

What classifications or specialties does Virginia have for contractor licenses?

Category: FAQ

Once you have determined your Class of license that you'll be applying for with the Board for Contractors, the second step is to determine what classification or specialty your work will cover.  You need to know this so you can get the correct classification on your contractors license.  The following is a list of the specialty classifications in Virginia:

  • Building
  • Home Improvement
  • Electrical
  • Plumbing
  • HVAC
  • Elevator/Escalator
  • Fire Sprinkler
  • Fire alarm systems
  • Gas fitting
  • Natural Gas Fitting Provider
  • Asbestos
  • Lead abatement
  • Radon Mitigation
  • Blast/Explosives
  • Liquified Petroleum Gas
  • Manufactured Home Contracting
  • Sewage Disposal System
  • Water/Well Pump
  • Alternative energy systems
  • Accessibility Services
  • Asphalt paving & seal coating
  • Billboard/sign
  • Concrete
  • Electronic/communication service
  • Environmental specialties
  • Farm improvement
  • Landscape irrigation
  • Landscape services
  • Masonry
  • Recreational facility
  • Refrigeration
  • Roofing
  • Swimming pool construction
  • Vessel construction

Yo can review the exact definition of each of these specialties in the Virginia Regulations starting on page 5. 

Once you have decided which specialties you'll need for your business you'll need to identify one "qualified individual" for each specialty.  What is a "qualified individual" for purposes of your Virginia contractors license?  It's someone who works fulltime for your company (at least 30 hours per week) and that 1) holds a valid individual license or certification issued by the Board for Contractors, or 2) holds a certificate from an accepted third party organization, or 3) successfully completes the applicable technical examination for the specialty.  They must also have the minimum number of years of relevant experience that is required by the Class license you're seeking (2 years for a Class C License, 3 years for a Class B License, and 5 years for a Class A License.)

What are the different classes of contractor licenses in Virginia?

Category: FAQ

Before you engage in the construction, removal, repair, or improvement of facilities on property owned by others in Virginia (like in most other states) you must first obtain a contractors license.  Contractor licenses are issued by the Department of Professional and Occupational Regulation through the Board for Contractors.  Virginia contractor licenses consist of two parts, the first of which this post will cover: Classes.  

Virginia has three classes of contractor licenses:  Class A, Class B, and Class C.  The class that you are in will determine the financial size of jobs that you'll be able to take in Virginia.  So when you're considering which class makes sense for your business, you first need to think about the potential size of the jobs you'll be doing.

Class A contractors are the highest class level and can take any financial size job they want.  You must get a Class A contractor license if the total value of a single project will be $120,000 or more or if the total value of all of your projects in any 12 month period will be $750,000 or more.

Class B contractors are the second highest level and can take single jobs of less that $120,000 and total annual jobs up to $750,000 per 12 month period.

Class C contractors can only take single jobs worth no more than $10,000 and total annual work of no more than $150,000 per 12 month period.

Because of the higher financial level that Class A and Class B contractors can accept, the licensing application process is more complicated than the relatively easy Class C contractor licensing process.

Once you have determined the proper Class to apply for, the second part of the Virginia contractor license is the classification or specialty designations you'll need, which tells you the type of work you can do.  We'll cover that in another post.

Annual requirements to keep your Virginia corporation in good standing

Category: Virginia benefit corporations, Virginia corporations

Once you have your Virginia corporation legally established or your out of state corporation authorized to do business in Virginia, there are two things you need to do on an annual basis to keep that good standing:

  1. Pay your annual renewal fee to the Treasurer of Virginia.  The amount of the annual renewal fee is calculated based on the number of authorized shares of stock your corporation has, which is typically found in your Articles of Incorporation.  The lowest fee is $100 per year (for 5,000 or fewer authorized shares of stock) and increases from there.  The fee schedule can be found on the Virginia State Corporation Commission web site.
  2. File your annual report that updates the State Corporation Commission on the location of your principal office (can be anywhere in the world) and the identity of your directors and officers.

Your Virginia registered agent will receive both your annual renewal invoice and your annual report form each year so make sure you have a good one.  If you don't pay the renewal fee or file the annual report form on time your authorization to transact business in Virginia will be terminated.

Do you know who your Virginia registered agent is?

Category: Registered agent

Sounds like a simple question, right?  Of course you would know who your Virginia resident agent is. But do you really? 

What we have seen and heard from our clients is that there are a lot of web sites out there that offer to provide Virginia registered agent service for you but don't really tell you anything about who they are, where they're really located (most use a mail drop and not an actual office), and who's in charge.  Some don't even have a company name on their web site let alone names of actual people that work for them (and therefore, for you).  It seems that the cheaper the price the less you can find out about who's behind the service and where they really operate from. 

For something that's so crucial to the ability of your business to operate in Virginia and for your ability to get limited liability protection, it seems important to know more. That's why we're transparent and open about our identity.  We would want to know. We think you would, too.

What is DBE certification?

Category: FAQ

Virginia DBE Certification

Disadvantaged Business Enterprise (DBE) certification in Virginia helps provide minority-owned and operated small businesses working in the transportation industry equal opportunities to compete for federally funded transportation-related projects.

The US Department of Transportation (USDOT) created the DBE program to reduce the effects of discrimination in the process of awarding federally-assisted airport, highway, highway safety, and transit contracts across the nation.

Benefits of DBE Certification in Virginia

Receiving DBE certification for your minority-owned transportation company is a savvy way to increase your LLC’s competitiveness and earning potential.

DBE certification can benefit your company in two ways:

1. Increased access to contract opportunities through the Virginia Department of Small Business and Supplier Diversity’s (SBSD) monthly opportunities bulletin and the Virginia Department of Transportation’s (VDOT) business opportunities website.

2. Free business development with the assistance of SBSD’s regional field officers. Regional field officers can help you with a wide range of business improvements, including marketing, preparing VDOT project applications, technical reviews of projects, and employee training sessions.

3. Simultaneous Small, Women-owned and Minority-owned (SWaM) certification application. If you are interested in becoming SWaM certified in addition to DBE certified, you can apply for both at the same time using SBSD’s online application portal, simply by clicking on an additional check box. Go to page 43 of SBSD’s application portal instructions to see what this looks like.

Requirements for DBE Certification in Virginia

First and foremost, your business must be established and recognized by the state.

If you are starting a Virginia LLC or corporation, make sure that you follow all state regulations and guidelines. DBE certification applicants must file extensive documentation on their business and its owners, so starting the right way will help ease you through the application process.

According to the Code of Federal Regulations (Appendix E to 49 CFR Part 26), to qualify for DBE certification in Virginia, your business must:

1. Be a for-profit business seeking to contract with federal transportation agencies for transportation-related work or concession activities. Non-profit business are not eligible for DBE certification.

2. Be at least 51% owned by a socially and economically disadvantaged individual or group of individuals who are US citizens or legal residents. Disadvantaged individuals include those who have been traditionally discriminated against in the workplace: women, Black Americans, Hispanic Americans, Native Americans, Asian Pacific Americans, and Subcontinent Asian Americans. People with disabilities that limit their ability to enter or advance in the workplace may be found to be socially and economically disadvantaged by the US Small Business Administration (SBA) on a case-by-case basis.

3. Be owned by individuals whose personal net worth is each less than $1.32 million. This amount does not include your ownership interest in your business or your equity in your primary residence.

4. Meet the size requirements for a small business as defined by the US SBA. According to the Department of Transportation (DOT) rules, your company must not have exceeded $28.48 million in annual gross receipts for the last three fiscal years. For Airport Concessions Disadvantaged Business Enterprise (ACDBE) certification, airport concessionaires must not have exceeded $56.42 million in annual gross receipts for the last three fiscal years.

5. Be independent. Your business cannot be owned by or associated with another company in a way that might compromise its autonomy.

6. Be owner-controlled. You (and, if applicable, your fellow owners) must either be in charge of your business’s daily operations or oversee the managers in charge of daily operations. Actively running your business ensures that disadvantaged individuals maintain authority.

If you do not meet all of the qualifications for DBE certification, you may be still be eligible for governmental assistance through the Small, Women-Owned and Minority-Owned (SWaM) business certification program. (If you meet the DBE certification qualifications, you can also apply for SWaM certification to reap the benefits of both certifications.)

DBE Certification Virginia Application Process

The DBE is a federal initiative, but you must apply through Virginia’s state program liaisons, the Virginia Department of Small Business and Supplier Diversity (SBSD) or the Metropolitan Washington Airports Authority (MWAA). Filing for DBE certification in Virginia is free.

All applications must be submitted online. However, some documents must be printed, filled out, notarized, and then scanned or uploaded into the online application systems. Other documents must be collected and then scanned or uploaded. So be prepared to spend some time on your application.

Here is an overview of what you will need to apply for DBE certification:

1. Application Materials:

Uniform Certification Application (UCA)

– Affidavit of Certification for each applicable owner

– Copies of government-issued photo ID for each applicable owner

– No Change Affidavit (Sample No-Change Affidavit for concessionaires)

– Notice of Change

Personal Net Worth Statement for each applicable owner

– DBA and SBA 8(a) or SDB documents, if applicable

2. Tax Returns:

– Personal tax returns for each applicable owner

– Your company’s tax returns

– The tax returns of any affiliates

– All submissions must include tax returns for the past three years unless you have not yet been in business for three years

3. Owner Information:

– Resumes for all owners

– Documented proof of contributions to acquire ownership for all owners

– A list of all employees with their job titles and dates of employment

– Salary schedule for all owners, managers, officers, and directors

4. Business Information:

– Loan and security agreements, bonding forms

– A list and description of all your business’s real estate

– A list of all your business’s equipment and/or vehicles

– Financial statements

– Any relevant licenses and permits

– Bank authorization and signatory cards

5. Company Type-Specific Information:

– LLCs: filing documents, operating agreement, and any supplier agreements

– Corporations: filing documents, bylaws, shareholder agreements, and any supplier agreements

– Trucking companies: insurance agreements

SBSD provides a useful documentation checklist that includes all required documents and detailed instructions for using its application portal.

After your application is completed, SBSD or MWAA will coordinate with you for an on-site visit to confirm the details of your documentation and answer any additional questions relating to your eligibility.

DBE Certification Virginia Application Timeline

It takes approximately 90 days to become DBE-certified in Virginia. You can check your certification status on the SBSD website.

You will need to renew your certification yearly by submitting a No Change Affidavit and No Change Declaration by the anniversary of the date of your certification. If any changes have occurred to your business, submit a DBE/ACDBE Notice of Change Affidavit instead to make the state aware of these developments and to verify that you still qualify for DBE certification.

DBE Certification in Virginia for Out-of-State Businesses

 

Out-of-state businesses need to supply a complete copy of the application they previously submitted in their home state and an Interstate Certification Affidavit.

If you wish to re-submit in Virginia, you can submit an Interstate Opt Out Letter and follow the application procedure for in-state companies.

File for Virginia DBE Certification

To start taking advantage of the perks of DBE certification and increase your business’s access to DOT-assisted contracts, gather your paperwork and apply with SBSD or MWAA.

What is SWaM certification?

Category: FAQ

Virginia SWaM Certification

Small, Women-owned and Minority-owned (SWaM) business certification in Virginia is a program designed to increase opportunities for SWaM businesses to participate in state-funded projects. Through the SWaM program, the Commonwealth of Virginia aims to reduce barriers and limitations faced by small, women- and minority-owned companies competing for state projects and contracts.

Although the program is state-run, some out-of-state businesses expanding into Virginia are eligible to participate.

Benefits of SWaM Certification in Virginia

SWaM certification can help you expand your earning potential and grow your business by providing:

  • Increased exposure to state agencies and public and private business entities looking to hire SWaM-certified companies. Your business name and description will be listed in the SWaM Vendor Directory.
  • Increased state spending on SWaM vendors. Governor Northam’s Executive Order 35, signed in July 2019, set a goal of 42% discretionary spending on procurement from certified small businesses. The order also set aside $3 million for certified micro-businesses, which are included in the SWaM program.

These incentives are part of what makes starting a new LLC in Virginia an attractive small business venture.

Requirements for SWaM Certification in Virginia

To apply for SWaM certification in Virginia, your company must meet three requirements:

1. It must be a for-profit business. The SWaM program welcomes LLCs, corporations, sole proprietorships, franchises, and partnerships, including brand new business. Non-profits are ineligible.

2. Your business owners must be US citizens or legal resident aliens. This ensures that only taxpaying individuals receive government funds.

3. Your business must be based in Virginia or another eligible state. SWaM certification for out-of-state businesses is NOT available for companies based in Arkansas, California, Connecticut, Florida, Iowa, Louisiana, Minnesota, Mississippi, New Mexico, Ohio, Texas, and Washington DC.

Additionally, your business must fulfill at least one of the following criteria:

  • Women-Owned: One or more women own at least 51% of your company. For corporations, LLCs, and partnerships, at least 51% of the equity ownership belongs to one or more women. One or more women direct the day-to-day company operations.
  • Minority-Owned: At least 51% of your business is owned by one or more minority individuals or by a minority-controlled entity, such as a historically black college. For corporations, LLCs, and partnerships, at least 51% of the equity ownership belongs to one or more minority individuals or a minority-controlled entity. The day-to-day company operations are led by one or more minority individuals or a minority-controlled entity. A “minority individual” is defined as someone who is African American, Asian American, Hispanic American, or Native American.
  • Small Business: One or more individuals independently own and control at least 51% of your business. You have 250 or fewer employees, including your affiliates and their employees, OR $10 million or less in average annual gross receipts over the previous three years. One or more individual owners manage the business’s daily operations.
  • Micro Business: You have a certified small business with fewer than 25 employees AND no more than $3 million in average annual revenue for the last three years.
  • Service-Disabled Veteran-Owned: If you have a veteran-owned small business and one or more veteran owners was disabled during military service, you can apply for this designation in the SWaM vendor database. Before applying, you must receive eligibility certification from the Department of Veteran’s Services (DVS).

If you are Disadvantaged Business Enterprise (DBE) certified, you can also apply for and receive SWaM certification.

Virginia SWaM Certification Process

SWaM certification in Virginia is available through the Virginia Department of Small Business and Supplier Diversity (SBSD).

You must apply online using the SBSD’s application portal. You will need to collect, scan, and upload several documents, so allow yourself some time to complete the application. There is no fee to apply.

To be considered for SWaM certification, you must submit:

1. Proof of US citizenship or permanent residency for all women, minority, or small business owners.

2. A complete copy of your business’s federal tax return for the previous year, plus the first page for the next most recent two years. Solo proprietors and single-member LLCs must submit a complete copy of their personal tax returns.

3. The first page of Form 941, Employer’s Quarterly Federal Tax Return) for the past four quarters, if applicable.

4. Documented proof of contributions to acquire ownership for all owners.

5. Resumes of all owners and officers.

6. Copies of any professional licenses and permits held by your business or its owners or officers.

7. Company type-specific documents, such as corporate bylaws, LLC operating agreements, and franchise agreements.

8. Debarment and Acknowledge Affidavit certifying that the information you have provided is accurate.

The SBSD has compiled a certification list of all required support documents to assist you in the application process. SBSD has also provided written and video instructions for applying for SWaM certification through its online portal.

In addition to applying for SWaM certification, SBSD suggests that you register your business with eVA, Virginia’s online electronic procurement system. Registering can connect you with more agencies and businesses offering contracts.

Once your application is approved, SBSD will email you an approval letter that you can print and use as proof of your SWaM status.

Virginia SWaM Certification Timeline

SWaM certification is typically completed in about 60 business days. The SBSD allows you to search for your certification status online after submitting your application.

Your SWaM certification lasts for five years. You must re-certify 30-60 days before the certification expiration date using the SBSD online portal to maintain your SWaM status.

6 steps to get your new Virginia business off the ground

Category: FAQ

Starting a new business in Virginia can feel like a daunting task and can overwhelm you with “things to do.” When you are considering starting a new business, the first thing you will want to do is work on a business plan.  This does not need to be overly formal or complicated but you should think through the basics – what you are going to sell, who you’re going to sell to, how you’re going to fund the new business, etc. – and ideally write the details down for future reference.  

Once you have that done, you can focus on getting the new business started.  Getting the process done in the correct order can really help avoid headaches and “do overs” later.
   
Here is the generally accepted correct order of steps to follow:

1.  
 Form your company’s new entity – whether that is an LLC, a corporation, or a benefit corporation.  The reason to do this first is that all of your future contracts, whether they are leases for commercial space, contracts with suppliers, or your initial customer contracts, should be in the name of your entity.  Whether you choose an LLC, a corporation, or a benefit corporation, we can help you get it set up correctly with the maximum legal benefits.

2.    Prepare your company’s initial ownership and management documentation.  For corporations, that’s by-laws and organizational meeting minutes.  For LLC’s, it’s an Operating Agreement.  These documents protect you and legally establish the ownership of your new business.

3.    Obtain a tax ID from the IRS.  You’ll need the tax ID (an Employer Identification Number issued by the IRS) to open a bank account. You can apply for your tax ID online through the IRS web site but be aware that you should not apply for it until you have your LLC or corporation approved by the State Corporation Commission.

4.    Open a commercial bank account in the name of your LLC or corporation.  NEVER co-mingle personal money and business money – it’s a bad idea for many reasons.

5.    Get your county or city business license.  Most (but not all) counties and cities in Virginia require you to have a local business license prior to (or shortly after) starting business.  Check with your county or city government on how to get this done.

6.    Get your state tax payment information submitted.  If your business involves collecting state sales tax from your customers, for instance, you will need to comply with the Virginia laws on remitting sales tax to the state.  You can register with the Virginia Department of Taxation online.

When you follow the order above, things should flow smoothly as your new business starts.

Virginia Professional Services, LLC

Virginia Registered Agent Services

Located in the capital of Virginia, we can capably act as your registered agent today