Piscataway, NJ asked in Business Formation, Business Law and Internet Law for Virginia

Q: Internet Only business - Does it need to file as a foreign business entity in Virginia?

I live in Virginia, and am interesting in starting a few internet-only and/or mostly internet-only companies. I will be the only owner.

I've read Virginia doesn't offer protections to single member LLCs which is make me look to other states like Delaware, Wyoming, Nevada.

If I form my LLC in one of those states, what dictates if I also need to file as a foreign company in my home state of Virginia?

Reading the actual Virginia code, it seems it gives a list of definite exclusions, but it says the list is not exhaustive and leaves me with question marks.

Specifically would any of the following create the need to file a foreign entity in Virginia?

- Business 1 - I sell an online service to improve websites. My clients are anyone in the world. I'm selling my time and expertise, nothing physical.

- Business 2 - I do remote IT consulting. My clients are anyone in the world.

- Business 3 - I sell widgets. They are stored in my house or they are stored at Amazons Warehouse.

1 Lawyer Answer
Glenn B. Manishin
Glenn B. Manishin
  • Warrenton, VA
  • Licensed in Virginia

A: To the best of my knowledge, Virgina does allow single-member LLCs. (Single member partnerships are not permitted.)

Your business is conducted online but as the owner you have a physical presence in Virgina, even if just your home. You are therefore required to register as a "foreign" corporation if in operated in another state.

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