Virginia Biz Law Blog

Has the name of your company changed? Or perhaps you have signed a lease for new office space and have a new address? Whatever the reason, often you will need to update the State of Virginia on changes to your business. Primarily, this means notifying the State Corporation Commission and the Virg...

You're a Virginia business owner and have decided that it's a good idea to test applicants, employees, or both for evidence of illegal drug use.  You have looked into the cost of having all of these tests done and have seen that it will be quite an expense.  So the next logical question is: can I...

If your company has made the S corp. tax election then it's that important time of year: the deadline for filing your annual 1120S tax return with the IRS is fast approaching.  This S corp. tax return is due by March 15th each year (for 2014, it's due March 17th because March 15th is a Saturday)....

An Operating Agreement is the name we give a legal contract for a limited liability company.  That contract covers all of the details about your LLC, including who the owners are, what percentage of the LLC they each own, how the LLC will be managed on a day-to-day basis, and how new Members will...

When you're operating your business there's almost a limitless amount of different numbers, ratios, percentages, and measurements available to you (assuming you keep good books and records, which you should of course).  Gross revenue, net revenue, total costs, percentage annual growth, total numb...

Nope. No. Definitely not.  You should not use your social security as the tax ID number for your single owner LLC in Virginia.  Yes, I know, the IRS allows you to do that.  They do not require a single owner LLC to obtain a separate Employer Identification Number (EIN)   and they will allow you t...

When you hire someone to help you with your business, they are classified as either an “employee” or an “independent contractor” for tax purposes.  Knowing which classification applies is important to you because it lets you know what taxes to withhold, if any, and what tax forms to file. From yo...

One of the nice things about a Virginia LLC is that it is completely flexible in how you set it up.  Unlike a corporation that has a more historical and set way of doing things, the sky is really the limit with your LLC.  So with a little advance thought and planning, you can arrange your Operati...

The short answer: No.  A benefit corporation, like a normal stock corporation, cannot have tax exempt status because it has owners (aka shareholders) and because it uses the majority of its profits to benefit those owners.  For those reasons, a benefit corporation will not be approved as a 501(c)...

Many entrepreneurs consider or actually do go into business with friends, family members, or even people they don't know so well.  Having multiple owners can be reassuring, can provide access to needed skills or finances, and can make running your own business more fun.  However, it is important ...

One of the major benefits of forming a Virginia LLC (or a corporation, for that matter) is the limited liability protection it provides for its owners (the Members).  However, it is important to note that the limited liability protection of an LLC is not absolute. There are situations where a Mem...

For a very long time, the two choices that for-profit enterprises had when choosing an entity form in Virginia was the corporation and the limited liability company (LLC).  Starting July 1st, Virginia is adding a choice for those entrepreneurs that want to have a for-profit entity but also want t...

I have added a section to my web site regarding buying and selling Virginia businesses.  I have handled many transactions for clients on both sides and thought it would be helpful to lay out the process.  There are five basic steps whether you are buying a Virginia business or selling one.  The ...

Have you ever wondered how many non-profit organizations there are in Virginia or how many people in Virginia are involved in non-profits?  An interesting article today in the Richmond Times-Dispatch shares some statistics on this subject.  Some of the highlights (from a study using data from 200...

If you have employees that earn the minimum wage, their hourly wage went up today to $6.55 per hour.  Previously, the minimum wage under federal law was $5.85 per hour.  Effective today, July 24, 2008, it has been raised to $6.55 per hour and you should adjust your payroll accordingly.  It is als...

Now that we're into 2008, business owners should be aware of several tax changes for the new year that will affect your finances when it comes time to file your 2008 taxes.  the social security taxable wage base is now $102,000 (versus $97,500 for 2007) the maximum deductible limit for IRA'...

I have previously provided my Top 5 Secrets Landlords Don't Want You to Know list and thought I would provide another Top 5 list of the biggest mistake I see potential tenants make when they're trying to find space for their business.  If you can avoid some or all of these mistakes, you'll be way...

One question I get a lot is: "what is the correct order of things to do when starting a new business?"  While there is no perfect one-size-fits-all answer, there is a generally accepted way of doing things.  Here is the order that I typically recommend: Form your LLC or corporation.  The reas...

I have discussed how to form a Virginia LLC and Virginia corporation before, which is definitely a hot topic.  But I also get questions from company owners regarding how to properly "shut down" or dissolve their limited liability company or corporation. The process is similar for both types of en...

Forbes Magazine's latest issue proclaims Virginia as the #1 state for businesses for the second year in a row.  The article states that Virginia finished in the top 10 in four of the six main categories that Forbes tracks, with a pro-business regulatory environment, strong labor conditions, great...

Every once in a while I am asked questions regarding the possiblity of converting a Virginia corporation to a Virginia LLC.  Corporate owners sometimes want the benefit of the relaxed requirements of operating an LLC (no required annual meetings, no required annual report, less expensive SCC rene...

The Richmond Times Dispatch has an article regarding a Michigan company that was sending food service businesses around the country an official-looking notice concerning the need for proper hand washing signs for employees and offering to sell such signs to the business.  Apparently, the notice w...

I have mentioned before that certain States require "pre-approval" or registration of franchises before sales are allowed to residents of those States.  So, which States are "registration" States? Here's the list of the fifteen States that require franchise registration: California Hawaii ...

Are you in a rush to have your Virginia LLC or Virginia corporation approved or to receive approval to transact business in Virginia?  The typical processing time at the State Corporation Commission is 17-21 days, which may be too long when you have a contract awaiting signature or an opportunity...

Following up on this post regarding different forms of tax treatment for LLC's, I thought it would be helpful to briefly discuss who can elect S corp taxt treatment.  Because of all of the benefits of S corp tax treatment for Virginia LLC's and Virginia corporations, the IRS has certain rules reg...