West Virginia Articles of Organization (Form LLD-1): Required Contents and How to File Online
West Virginia Articles of Organization (Form LLD-1): Required Contents and How to File Online
Form LLD-1, the Articles of Organization of Limited Liability Company, is the document that creates an LLC in West Virginia. Your LLC exists once the Secretary of State accepts these articles, not when you pick a name or sign an operating agreement. This guide covers what the articles must say, the naming rules, the fees and processing options, and how to file through the One Stop Business Portal. It is informational only and is not legal or tax advice.
What Form LLD-1 does
One or more members can organize a West Virginia LLC by filing Form LLD-1 with the Secretary of State. The company comes into existence when the articles are filed, so the filing date is your legal start date. West Virginia does not require newspaper publication after formation, which saves a cost that some states still impose. Every owner must be 18 or older.
The Secretary of State's main business page is sos.wv.gov/business. Check there for the current form, the filing address and any changes before you file, because the form and its instructions are the controlling version.
What the articles must contain
Under West Virginia Code 31B-2-203, the articles must include the items below. Gather them before you start, because the online form asks for each one.
- Company name that meets the naming rules described below.
- Designated office address, if you have one, and the principal mailing address.
- Initial agent for service of process, if you name one. This is optional, as explained below.
- Each organizer and each member authorized to sign, with their names and addresses.
- Term: whether the company has a set duration or continues indefinitely.
- Management structure: whether the LLC is manager-managed or member-managed.
- Member liability: whether members are liable for the company's debts.
- Purpose of the company. A general statement covering any lawful business is common.
- An e-mail address so the Secretary of State can send you reminders, including the annual report reminder.
Keep the purpose statement broad. A narrow purpose can limit what you can sign later without a formal amendment, and an amendment is an extra filing you would rather avoid.
Naming rules
The name must include one of these designators: “limited liability company,” “limited company,” “L.L.C.,” “LLC,” “L.C.” or “LC.” Under West Virginia Code 31B-1-105, “Limited” may be abbreviated as “Ltd.” and “Company” as “Co.” A name such as “River Valley Landscaping LLC” meets the rule, while “River Valley Landscaping” alone does not.
The name also has to be distinguishable from every other name already registered or reserved with the Secretary of State. Small differences such as “The” or a plural ending usually do not make a name distinguishable, so search before you file. Use the business search at apps.sos.wv.gov/business/corporations/.
If you are forming a professional company, the rules are stricter. The name must use “professional limited liability company,” “professional L.L.C.,” “professional LLC,” “P.L.L.C.” or “PLLC” under West Virginia Code 31B-13-1303. Confirm with your licensing board whether your profession requires its own filing as well.
To hold a name while you prepare the paperwork, you can reserve it for 120 days for $15 at sos.wv.gov/reserveregister-business-name. A reservation is optional. If the name is available when you file, you do not need one.
Registered agent: optional, but read this
Form LLD-1 asks for an agent for service of process only “if any.” West Virginia does not require a separate commercial registered agent. State law makes the Secretary of State the statutory attorney-in-fact for every entity that files organizing documents, so the state can accept legal papers on the company's behalf.
You may still want an agent. The agent can be an individual resident, a corporation or another LLC. If your office address is private, a named agent gives people a place to deliver papers without the Secretary of State forwarding them to you. If you do name an agent, keep the name and address current. Changes are filed on Form AAO, which costs $15.
Fees and expedited options
The table below lists the fees attached to forming and maintaining an LLC in West Virginia. Figures come from the Secretary of State and the State Tax Division. Before you pay, confirm the current amounts on the agency page, because fees can change.
| Item | Cost | Notes |
|---|---|---|
| Articles of Organization (Form LLD-1) | $100 | Filing fee, paper or online |
| Online portal processing fee | $1.00 | Applies to filings made through the One Stop Business Portal |
| Expedited, same day in person | $25 | Added to the filing fee |
| Expedited, next business day | $25 | Added to the filing fee |
| Expedited, 2 hour | $250 | Added to the filing fee |
| Expedited, 1 hour | $500 | Added to the filing fee |
| Name reservation (120 days) | $15 | Optional |
Standard processing takes 5 to 10 business days. If you need the company to exist sooner, for a bank account or a signed lease, the expedited options finish the filing in 1 hour, 2 hours, or the next business day. Each expedited option is charged on top of the $100 filing fee, so a standard online filing costs $101 and a 1 hour expedited online filing costs $601.
How to file Form LLD-1 online
Online filing goes through the One Stop Business Portal at business4.wv.gov. Portal menus change over time, so follow the prompts on screen. The general sequence is the same each time.
- Search the name first. Run it through the business search at apps.sos.wv.gov/business/corporations/ and confirm the designator is correct.
- Gather the articles information. Have the company name, addresses, organizer and member names, term, management structure, liability statement, purpose and reminder e-mail ready.
- Create or sign in to a portal account. The portal is where the filing, payment and any later changes are tracked.
- Select the LLC articles of organization filing. This is Form LLD-1, the Articles of Organization of Limited Liability Company.
- Enter each item carefully. Check spelling, the designator and each address before continuing. Errors discovered after acceptance require a separate amendment.
- Choose processing speed. Standard processing is the default. Select an expedited option only if you need it and understand the added cost.
- Pay the fees. The $100 filing fee and the $1.00 online processing fee are due at filing, along with any expedited charge.
- Save the confirmation and filed articles. Keep a copy in your company records. Your LLC exists as of acceptance, so the filed document is your proof of formation.
Filing on paper
You can also file Form LLD-1 on paper with the Secretary of State. The fee is the same $100, but the $1.00 online processing fee does not apply. Paper filing takes longer than the online route. Confirm the current mailing or delivery address, the accepted payment methods and whether expedited service is available for in-person filings on the Secretary of State's business page at sos.wv.gov/business. Keep a copy of everything you send.
What to do after the articles are accepted
Forming the LLC is the first of several recurring and one-time obligations. The list below covers the ones most new owners miss.
- Annual report. It costs $25 and is filed between January 1 and June 30 each year following the year of registration. A filing after June 30 costs $75, because it includes a $50 late fee.
- Business Registration Certificate. Every business operating in West Virginia must obtain this from the State Tax Division at a one-time cost of $30. It is not a license. It is permanent until the business name, location or ownership changes, and each fixed business location needs its own certificate. Registering with the Secretary of State does not replace it. Apply at tax.wv.gov or on the portal.
- Taxes. West Virginia repealed its business franchise tax, so an LLC pays no state franchise tax. As a pass-through entity, the LLC does not pay corporation net income tax. Members report their share of income on the personal income tax, which runs from 2.11% to 4.58% for tax year 2026. Sales tax registration, if you sell taxable goods or services, is handled through the Tax Division's business registration page. The state sales tax rate is 6%.
- Doing business under another name. A trade name, or DBA, for an LLC is filed with the Secretary of State on Form NR-3 for $25, plus a $1.00 online processing fee through the portal. DBAs are not filed with county clerks.
- Local rules. West Virginia has 55 counties and 230 incorporated places, including towns, cities and villages. Cities levy a gross receipts business and occupation tax on shops, contractors and services, along with a city business license and a weekly per-worker city service fee. The state B&O tax applies only to utilities. In addition, 101 municipalities add a 1% sales tax on top of the 6% state rate, and that count rises to 107 from January 1, 2027. Check the city where you will operate, and confirm current city rates directly with that city.
- Trade licenses. Many trades are licensed at the state level. The Contractor Licensing Board requires a license for residential work above $5,000 or commercial work above $25,000. The State Fire Marshal licenses electricians, the Division of Labor licenses plumbers and HVAC technicians, the Alcohol Beverage Control Administration (ABCA) regulates alcohol, and the Department of Agriculture (WVDA) oversees cottage food, hemp, kratom and pesticide activity. Confirm the license your trade needs with the agency before you take on work.
Common filing mistakes
- Dropping the designator. A name without “LLC” or an accepted equivalent will be rejected.
- Choosing a name that is too close to an existing one. The test is distinguishability on Secretary of State records, so search before you file.
- Treating the Secretary of State filing as a license. The articles create the company. They do not authorize you to perform any trade.
- Forgetting the annual report. The $75 late charge after June 30 is avoidable.
- Skipping the Business Registration Certificate. The $30 certificate is required before you engage in business activity.
- Using the wrong office for a DBA. Trade names go to the Secretary of State, not the county clerk.
Get professional advice when the facts are complex
This guide is informational content, not legal or tax advice. It does not account for your personal situation, your investors, your industry or your tax position. If you have more than one owner, plan to raise outside money, hold property in the company, or operate in a regulated profession, consult a West Virginia attorney before filing. Consult a CPA about how the LLC's income will be taxed to you personally and whether your structure fits your goals.
Official resources
- West Virginia Secretary of State, business information: sos.wv.gov/business
- One Stop Business Portal for online filing: business4.wv.gov
- Business entity search: apps.sos.wv.gov/business/corporations/
- Name reservation: sos.wv.gov/reserveregister-business-name
- Trade name (DBA) registration: sos.wv.gov/business/registration-and-waivers/register-trade-name-dba
- West Virginia Tax Division: tax.wv.gov
- Sales tax and business registration: tax.wv.gov business registration
- West Virginia Small Business Development Center: wvsbdc.com