Virginia LLC Annual Report: Due Date, Fee and Late Penalty

Virginia LLC annual registration fee rules at a glance

State fees verified October 2026 and set by the state, not by us. Deadlines, penalties and dissolution rules are Virginia's, read from its statutes and the pages of the Virginia State Corporation Commission; the statutes are cited in the text.

How Virginia's annual registration fee works

Virginia does not require an annual report from LLCs. What it requires is the annual registration fee, $50, paid to the State Corporation Commission by the last day of the month in which the LLC was formed, each year, through the Clerk's Information System (CIS), which needs an account but no PIN. The Commission sends an assessment about two months ahead.

Because it is a fee and not a report, nothing is confirmed or updated when it is paid: the registered agent, the principal office and any change of manager are handled by separate filings whenever they change. The $50 is flat for every Virginia LLC.

A fee unpaid by the last day of the formation month draws a $25 penalty under Va. Code 13.1-1064, and the Commission then gives three more months before it acts.

Who files it and what the form asks

Every Virginia LLC on the state's active record owes the annual registration fee for each report year, whether or not it did any business; an LLC that has stopped trading still owes it until it files articles of dissolution. A member, manager or someone they authorize signs it, and in practice the owner, the registered agent or the company's accountant files it.

The form confirms what the state already holds: the principal office and mailing address, the registered agent and registered office, and the people who run the LLC, with the Virginia-specific fields described above. What matters is that anything that changed during the year is corrected here, because the state sends its notices, including the next year's reminder, to the addresses on the report.

Changing the registered agent is best treated as a separate filing in Virginia: the annual registration fee confirms the agent on record, and the state's statement of change names the new one. Owners who switch agents usually file the change first so the report shows the right agent. We can make the switch for you, and the Virginia registered agent rules cover who may serve. Every state's change form and fee is in how to change a registered agent.

When the Virginia annual registration fee is due

Virginia keys the deadline to the LLC's own formation date: the annual registration fee is due on the last day of the anniversary month, every year. Two LLCs formed in different months have different deadlines, which is why the state cannot put one date on a poster and why an owner who formed late in the year sometimes assumes the report is a January task when it is not. The formation date is on the articles the state returned and on its business search. The state does not publish one opening date for every LLC; its portal accepts the report in the weeks before the deadline, and planning on the 60 days before is safe.

There is no grace period: the day after the due date the report is late. Virginia keeps accepting that year's report, with the penalty, through the end of the third month after the due month; after that the consequences below take over.

Your first annual registration fee

The first annual registration fee is due on the last day of the anniversary month in the year after formation, and every year after that: formed in June 2026, the first one is due in June 2027.

The state fee and the late penalty

The state fee is $50 a year. It is set by Virginia and published on the state's own schedule; anyone who files for you pays the same amount to the state, and the state fee is shown separately wherever the filing is sold.

Filed late, the report costs $25 more, $75 in state charges altogether. The penalty is Virginia's, owed to the Virginia State Corporation Commission, and it is charged whether the report is a day late or six months late.

If you missed the Virginia annual registration fee

If the fee and penalty are still unpaid by the last day of the third month after the due date, the LLC's existence is cancelled automatically under Va. Code 13.1-1050.2, with no further notice required. Reinstatement, allowed within five years, is $100 in state fees plus every unpaid $50 registration fee and each $25 penalty through the reinstatement date: $175 for a single missed year.

The ladder is the same everywhere: a late fee where the state has one, then loss of good standing (which blocks a certificate of good standing and the loans, contracts and registrations that need one), then administrative dissolution or revocation, then reinstatement. Our guide to reinstating a dissolved LLC walks through the steps and the state fees in every state, and we file reinstatements. Until the LLC is dissolved, the cheapest fix is almost always to file the report now.

Before you file the Virginia annual registration fee

The filing itself takes minutes once the details are to hand; most of the time lost on an annual registration fee is spent hunting for them. Have ready:

• The LLC's Virginia file or entity number, as it appears on the articles or on the Virginia State Corporation Commission business search; the Virginia State Corporation Commission requires an online account tied to the record, so set that up before the deadline week.
• The registered agent's current name and Virginia street address; if the agent has changed, file the change first.
• The principal office and mailing address as they should read for the coming year.
• The names and addresses the Virginia form asks for (above), spelled as the state has them.
• A card for the $50 state fee, plus the late penalty if the due date has passed.
• The signer's name and capacity: member, manager or authorized person.

Save the state's confirmation when it arrives. It is the proof of filing a bank, a lender or a buyer will ask for, and the date on it is the date the state goes by.

How Virginia compares with its neighbors

Virginia's annual registration fee is due the last day of the anniversary month, with a state fee of $50. Next door:

• Maryland: an annual report due April 15 ($300 state fee, no late fee).
• District of Columbia: a biennial report due April 1 ($300 state fee, $100 late penalty).
• West Virginia: an annual report due June 30 ($25 state fee, $50 late penalty).
• Kentucky: an annual report due June 30 ($15 state fee, no late fee).
• Tennessee: an annual report due the first day of the fourth month after the fiscal year end (April 1 for a calendar year) (fee varies, no late fee).
• North Carolina: an annual report due April 15 ($200 state fee, no late fee).

An LLC registered to do business in more than one of these states owes each state's report on each state's calendar; the formation state's filing never covers a foreign registration, and the due dates rarely line up.