COVID-19 Procedures: All business with the Commission should be through electronic filing systems, email, or by telephone. For public health safety, in-person visits to SCC offices are suspended. Filings or other deliveries are permitted by drop off at main entrance. On-site staff is minimal and processing of such deliveries may be delayed.
Annual Registration Fees
Is your annual registration fee due for your business? Payments submitted in the Clerk's Information System (CIS) are real-time, meaning you can pay your registration fee today. There is no processing fee for online payments.
Sign in or create your account to complete payment in CIS. If you need assistance, navigate to the CIS Help Page to view our guides and videos to help you get started.
|Type of Entity||Fee Due Date||Fee Amount|
|Stock Corporations||The last day of the month in which it was incorporated or registered to transact business in Virginia.
For example, if corporation was formed on April 10th, the annual registration fee will be due on or before April 30th starting the following year.
|Based on the number of shares the corporation is authorized to issue according to the records.
The current corporation fee schedule is available at Annual Corporation Requirements and Fee Schedule.
|Nonstock Corporations||The last day of the month in which it was incorporated or registered to transact business in Virginia.||$25|
|Limited Liability Companies||The last day of the month in which the company was formed or registered to transact business in Virginia.||$50|
|Limited Partnerships and Business Trusts||October 1||$50|
You must wait to pay until your registration fee is assessed.
|Type of Entity||Date Fee is Assessed|
|Stock Corporations, Nonstock Corporations and Limited Liability Companies||The 1st day of the second month preceding the month in which it was incorporated, formed or registered to transact business in Virginia.
For example, if an entity was formed on April 10th, the registration fee will be assessed on February 1st each year.
|Limited Partnerships and Business Trusts||July 1|
Online payments may be made in the CIS by credit card and echeck. There is no fee for submitting your payment online.
For more information on how to complete an online payment or how the SCC handles credit card or bank information, visit the CIS Help page.
Mailed payments may be made by check and money order. In-person payments made in the Clerk’s Office may be made by credit card, check, money order, and cash. (Please do not mail cash).
If payment of the annual registration fee is not received and processed on or before its due date, a penalty is imposed on the company.
When the due date falls on a weekend or holiday, the company’s annual registration fee payment, if delivered by mail or in person, will need to be received by the Commission on or before the last business day preceding the due date to avoid imposition of a penalty.
|Type of Entity||Fee|
|Stock Corporations||10% of the annual registration fee or $10, whichever is greater.|
|Limited Liability Companies, Limited Partnerships and Business Trusts||$25|
Eventually, nonpayment of the annual registration fee will result in the automatic termination or cancellation of a Virginia business entity’s existence, or the automatic revocation or cancellation of a foreign business entity’s certificate of authority or registration to transact business in Virginia.
|Type of Entity||Termination or Cancellation Date|
|Stock and Nonstock Corporations||The last day of the fourth month following the due date|
|Limited Liability Companies||The last day of the third month following the due date|
|Limited Partnerships and Business Trusts||December 31|
If payment is made through CIS, only the total amount owed will be accepted, that is, all annual registration fees that have been assessed and all penalties that have been imposed.
Payments tendered by check or cash will be accepted in any amount. The funds will be applied toward the annual registration fee or penalty that has remained unpaid for the longest period of time.
If an annual registration fee is not paid in full within the time required by law, a business entity’s existence or certificate of authority or registration to transact business in Virginia will be automatically terminated, revoked or canceled. See What else can happen if the annual registration fee is not paid?
The annual registration fee of a Virginia corporation cannot be adjusted by filing an amendment to reduce the number of shares it is authorized to issue after the fee has been assessed by the Commission.
After assessment, the annual registration fee of a foreign corporation cannot be adjusted by the Commission except in one situation: when a foreign corporation (1) has filed in the jurisdiction of its incorporation an instrument of amendment, which became effective prior to the assessment date, that reduced the number of shares it is authorized to issue and (2) has filed with the Commission a duly authenticated copy of the instrument of amendment within 30 days of the amendment’s effective date. If both of these conditions are met, the Commission will adjust the foreign corporation’s annual registration fee assessment so that it is based on the new number of shares that the corporation is authorized to issue.
Example: A Maryland stock corporation’s assessment date is April 1. It files an amendment in Maryland, effective March 5, to decrease its authorized shares from 100,000 to 5,000, and it files an authenticated copy of the amendment with the Commission on April 5. Although the amendment was filed in Maryland with an effective date that precedes the assessment date, April 1, the corporation’s assessment cannot be adjusted because an authenticated copy of the amendment was not filed with the Commission by April 4, the 30th day after the amendment’s effective date in Maryland.
The Commission's notice of the annual registration fee assessment is mailed to the company's Virginia registered agent at the registered office address on file with the Commission as of the date of the assessment. It is the duty of the registered agent to forward the notice to the company.
Contact the company's registered agent to determine if the notice was received. To check the name of the company's registered agent and the address of its registered office on the Commission's records, perform a Business Entity Search in CIS.
To obtain a notice of assessment, visit the Online Forms Request page.