Virginia Foreign Qualification

May 8, 2025

Foreign qualification with the Secretary of State in Virginia is the process by which a business that was originally formed in another state registers to do business in Virginia. This allows the business to operate legally in Virginia and ensures compliance with state regulations.

There are 3 different ways to foreign qualify in Virginia depending on your legal entity type and tax classification. Follow the guide below to help you register with the Secretary of State in Virginia or use Mosey to do it.

Use Mosey to register with the Secretary of State in Virginia.

Virginia Foreign Registration for LLP

A foreign business must first qualify with the Virginia State Corporation Commission by filing a Statement of Registration as a Foreign Registered Limited Liability Partnership (Form UPA-138) before "doing business" in the state.

  1. Obtain Articles of Incorporation and All Amendments

    Unlike most states that ask for a Certificate of Good Standing, Virginia requires you to provide certified copies of your Articles of Incorporation/Organization and all amendments. Copies must be authenticated or certified by your home state within the past 12 months.

  2. Establish a Registered Agent

    You must have a registered agent in Virginia designated to accept service of any process, notice, or demand. Your registered agent can be a Virginia resident if they are: (a) A member of your management, or (b) A member of the Virginia State Bar. Your registered agent can also be a company authorized to do business in the state. Note: Your business cannot act as its own registered agent.

  3. Register a Clerk’s Information System (CIS) Account

    Create an account with the State Corporation Commission's online services portal, Clerk's Information System (CIS), to file forms and make payments online.

  4. File Statement of Registration

    Log in to your Clerk's Information System (CIS) account to file a Statement of Registration as a Foreign Registered Limited Liability Partnership (Form UPA-138) and pay the filing fees online with the Virginia Corporation Commission.

Virginia Foreign Qualification for LLC

A foreign business must first qualify with the Virginia State Corporation Commission by applying for a Certificate of Authority before "doing business" in the state.

  1. Obtain Articles of Incorporation and All Amendments

    Unlike most states that ask for a Certificate of Good Standing, Virginia requires you to provide certified copies of your Articles of Incorporation and all amendments. Copies must be authenticated or certified by your home state within the past 12 months.

  2. Establish a Registered Agent

    You must have a registered agent in Virginia designated to accept service of any process, notice, or demand. Your registered agent can be a Virginia resident if they are: (a) A member of your management, or (b) A member of the Virginia State Bar. Your registered agent can also be a company authorized to do business in the state. Note: Your business cannot act as its own registered agent.

  3. Register a Clerk’s Information System (CIS) Account

    The Clerk’s Information System is the State Corporation Commission's portal for online services. You need an account to file forms and make payments online.

  4. File Application for Certificate of Authority

    File the Application for Certificate of Authority to Transact Business in Virginia (Form LLC-1052) online through the Clerk’s Information System.

Virginia Foreign Qualification for Corporation

A foreign business must first qualify with the Virginia State Corporation Commission by applying for a Certificate of Authority before "doing business" in the state.

  1. Obtain Articles of Incorporation and all Amendments

    Unlike most states that ask for a Certificate of Good Standing, Virginia require you to provide certified copies of your Articles of Incorporation and all amendments. Copies must be authenticated or certified by your home state within the past 12 months.

  2. Establish a Registered Agent

    You must have a registered agent in Virginia designated to accept service of any process, notice, or demand. Your registered agent can be a Virginia resident if they are: (a) A member of your management, or (b) A member of the Virginia State Bar. Your registered agent can also be a company authorized to do business in the state. Note: Your business cannot act as its own registered agent.

  3. Register a Clerk’s Information System Account

    The Clerk’s Information System is the State Corporation Commission's portal for online services. You need an account to file forms and make payments online.

  4. File Application for Certificate of Authority

    File the Application for Certificate of Authority to Transact Business in Virginia (Form SCC759/921) online through the Clerk’s Information System.

What else do I need to know?

Once you are registered with the Secretary of State, you may have additional requirements to maintain your "good standing" in the state. Failing to do so can result in fines, back taxes, and forfeiting certain priveleges within the state.

Maintaining a Registered Agent

Most states require that you have a registered agent that can receive important mail from the Secretary of State should they need to contact you. There are many commercial options available or you can use Mosey to be your registered agent and keep your information private in Virginia.

Annual Reports and Taxes

In addition to maintaining a registered agent, most states require you to file a report annually. Registration can also trigger state taxes such as a franchise tax or income tax. You can use Mosey to identify these additional requirements to maintain good standing in Virginia.

Virginia's Foreign Qualification Agencies

Review your compliance risks, free.

More from the blog

Learn how to keep your business compliant in all 50 states across payroll, HR, Secretary of State, and tax.

Voting Leave Laws: Do Employers Have to Give You Time Off For Voting?

Elections are upon us and you may be wondering if your company is required to give its employees paid time off for voting. Like many other business compliance requirements, laws vary by state and even locality. The same is true for voting leave laws. While there is no federal law that requires organizations to provide time off for voting, many state and local jurisdictions require it. Sometimes this also includes providing time off to act as an election official at a voting poll.

Gabrielle Sinacola | Nov 3, 2024

North Carolina Labor Laws: Compliance Guide 2025

North Carolina labor laws are the foundation for employer-employee relationships throughout the state. These regulations protect workers’ rights while providing businesses with guidelines for maintaining fair and productive workplaces. Therefore, understanding NC labor laws helps both sides avoid disputes and ensures everyone knows their responsibilities and entitlements. For businesses, compliance means avoiding penalties and building a positive workplace culture. For workers, knowing their rights helps ensure fair treatment in all aspects of employment.

Paul Boynton | Apr 1, 2025

7 Consequences for Operating a Business Without a License

Think of a business license as your company’s permission slip to operate. The specific rules vary drastically depending on what your business does and where you do it. A restaurant in Ohio will need different licenses than a software company in California, and even towns within the same state can have their own requirements. It’s enough to make any business owner’s head spin. Unfortunately, ignoring those license requirements isn’t an option.

Gabrielle Sinacola | Jun 29, 2024

Ready to get started?

Schedule a free consultation to see how Mosey transforms business compliance.