Unlike in other states, you don’t have to have a Registered Agent when forming a West Virginia LLC. We explore your options below so you can decide what’s best for your business.
What is a West Virginia Registered Agent?
Note: West Virginia uses the terms Agent of Process, Agent for Service of Process, and Registered Agent. They all mean the same thing.
A West Virginia Registered Agent is a person or company who agrees to accept legal documents on behalf of a business entity, like a Limited Liability Company (LLC).
Legal documents (called Service of Process) are sent if your LLC is involved in a lawsuit.
These documents are delivered by someone called a Process Server and can include a:
- notice of lawsuit
Does West Virginia Require a Registered Agent?
You might have heard that every West Virginia LLC needs a Registered Agent. However, this isn’t true (and most websites don’t explain this).
West Virginia and New York are the only states that don’t require an LLC to have a Registered Agent.
Basically, it’s optional for a West Virginia LLC to have a Registered Agent. Because by default, Service of Process gets delivered to the West Virginia Secretary of State.
How does a West Virginia LLC get served?
The Secretary of State will forward the Service of Process to your LLC whether or not you have a Registered Agent.
For example: Evergreen Builders is suing its supplier TRS Logistics LLC for breach of contract. Evergreen Builders hires an attorney to represent them and prepare the lawsuit.
The attorney drafts the lawsuit and is now ready to send the Summons and Complaint to TRS Logistics LLC. They review the state’s Service of Process Filing Procedures and hire a process server to deliver the Summons and Complaint to the Secretary of State in person (this is the “Service of Process”).
The West Virginia Secretary of State receives the Service of Process and makes a note in their records. The Secretary of State then looks at the LLC’s file to see where they should forward the Service of Process.
If TRS Logistics LLC has a Registered Agent listed, the Secretary of State will send the Service of Process to the Registered Agent by certified mail. The Registered Agent will receive the Service of Process and then forward it to TRS Logistics LLC.
If TRS Logistics LLC doesn’t have a Registered Agent listed, the Secretary of State will just send the Service of Process to TRS Logistics LLC’s Mailing Address or their Principal Office Address via certified mail. In this situation, TRS Logistics LLC receives the Summons and Complaint directly from the Secretary of State.
Said another way, it doesn’t matter whether TRS Logistics LLC has a Registered Agent or not. The company can still be sued and receive the Service of Process.
So then what’s the point of having a Registered Agent in West Virginia?
For most people, there really isn’t a point to listing a Registered Agent in their LLC paperwork.
And if you’re forming your LLC yourself, not hiring a Registered Agent Service will save you $100 to $200 per year.
On the other hand, if you want to hire a company to form your West Virginia LLC, you can hire a Registered Agent Service. They’ll form your LLC and they’ll also serve as your Registered Agent.
Any mail that is sent to them for your LLC will be scanned and uploaded to your online account. That way, you won’t miss any notices or Service of Process sent by the Secretary of State.
Registered Agent Service in West Virginia
If you want to hire a company to form your LLC, we recommend using Northwest. They offer both LLC formation and Registered Agent Service.
To learn more about Northwest, check out our Northwest Registered Agent review.
West Virginia Registered Agent FAQs
Do I have to have a Registered Agent for a West Virginia LLC?
No, they aren’t required in West Virginia as per West Virginia Code, Sections 31B-1-108 and 31B-1-111.
While you can list yourself as a Registered Agent (or hire a Registered Agent Service), it isn’t required in the state.
We recommend not listing a Registered Agent if you’re forming your LLC yourself. However, if you want to hire a company to form your LLC, you can hire a Registered Agent Service. They’ll form your LLC and list themselves as the Registered Agent too.
If you want to hire a Registered Agent Service, check out Best Registered Agent Services in West Virginia to see how the top companies compare to each other.
Note: In some states a Registered Agent is also known as a Statutory Agent. West Virginia sometimes refers to them as Agents for Service of Process.
Can I be my own Registered Agent in West Virginia?
Yes, you can be your own Registered Agent in West Virginia. In fact, West Virginia’s laws are very relaxed around who can be your Agent. So technically, you can list yourself or anyone you know.
And unlike other states which require a physical street address in that state, this is not the case in West Virginia. You can list yourself – or someone you know – and their address can be located in any state. They don’t have to have a local office.
Furthermore, you don’t have to list a Registered Agent at all when starting an LLC in West Virginia.
Check out Can I be my own Registered Agent in West Virginia for more details.
Does my West Virginia Registered Agent need to have an address in the state?
No. West Virginia is unique in that a Registered Agent doesn’t need to have a physical address in West Virginia.
Their address can be located in West Virginia or it can be located in any state.
Additionally, you can use a PO box or a mailbox rental address (again, located in any state).
Is a West Virginia Registered Agent liable?
No, West Virginia Registered Agents are not liable for any of the LLC’s lawsuits or debts.
Accepting legal documents on behalf of the LLC does not bring them into a lawsuit.
If you are the Registered Agent and someone sues your LLC, they are still only suing the business. The Registered Agent does not get sued. And that’s true even if you are both the Registered Agent and the owner of the LLC.
And only the LLC gets sued – not you, as the business owner. That’s because an LLC protects your personal assets.
Is a Registered Agent a Member of an LLC?
No, a Registered Agent is not automatically a Member (owner) of an LLC. They are two separate things.
A Registered Agent is a person or company who agrees to accept legal mail on behalf of your LLC.
An LLC Member is an owner of the LLC.
While someone can be both an LLC Member and list themselves as the Registered Agent for the LLC, this doesn’t mean all Registered Agents are Members (or that all Members are Registered Agents).
Said another way, a Member of the LLC can be the Registered Agent, but just listing someone’s name as the Registered Agent’s name doesn’t make them an owner of the LLC.
To make someone an owner of the LLC, they would be listed in the LLC Operating Agreement and in the Articles of Organization form.
How Do I Appoint A Registered Agent In West Virginia?
You appoint your Registered Agent in West Virginia on your LLC formation paperwork (aka the West Virginia Articles of Organization).
If you will be your own Registered Agent, just enter your information in the Agent of Process fields.
If you don’t want to list a Registered Agent, just leave the Agent of Process section blank in the Articles of Organization.
If you’ll be hiring a Registered Agent Service, like Northwest Registered Agent, hire them, then enter the Registered Agent’s address information in the appropriate fields. Or if you’re hiring Northwest Registered Agent to form your LLC, they’ll file your Articles of Organization for you.
If you form your LLC yourself, it will look like this:
That’s it! There’s no additional form or paperwork to file to appoint your Registered Agent in West Virginia.
And again, appointing a Registered Agent in West Virginia is optional. So alternatively, you could leave all the fields blank.
How Do I Change My Registered Agent in West Virginia?
You can change Registered Agents at any time (and as many times as you need). And you can change your Registered Agent online, either during your Annual Report filing or as a stand-alone filing.
In West Virginia, there are two ways to change your Registered Agent:
1. If it’s between January 1st and July 1st, you can change your Registered Agent during your West Virginia LLC Annual Report filing. You already have to pay $25 for the Annual Report, so it’s best to change your Registered Agent at this time. You’ll avoid the extra $15 fee you’d pay if you filed via the stand-alone method.
2. If it’s after July 1st and you want to change your Registered Agent, you can do so online via the One Stop Business Portal. The fee is $15. Login to One Stop, click “Secretary of State”, then under “Other Filings”, click “Address/Officer/Agent Change” to start the filing.
Switching from yourself as Registered Agent to a Registered Agent company
If you’ve been the Registered Agent for your LLC, and you’d like to switch to a new Registered Agent Service, the new company will usually file the paperwork for you. When you sign up for their services, the new company will ask if you’re changing Registered Agents.
For example, if you hire Northwest Registered Agent, they’ll file the change of Registered Agent paperwork for you.
Note: Northwest also offers other services like mail forwarding and filing your Annual Reports. Any mail that is sent to your LLC will be scanned by them and uploaded to your online account.
Switching from your current Registered Agent company
If you’re using a West Virginia Registered Agent Service, and you’d like to change to another company, or to being your own Registered Agent, there is one additional step.
First, file the change of West Virginia Registered Agent with the state. Then, contact the prior Registered Agent company and cancel their services.
Note: Because many companies don’t tell people that a West Virginia Registered Agent is optional, many people find themselves switching from a Registered Agent Service to themselves at a later date. Or just removing the Registered Agent Services altogether from their LLC filing.
Does a Registered Agent need to be available during normal business hours?
Typically, in most states, a Registered Agent needs to be available during normal business hours, Monday through Friday from 9am to 5pm. This is so they can be available to accept Service of Process.
However, because Registered Agents aren’t required in West Virginia, this doesn’t apply. Said another way, in West Virginia, if you have a Registered Agent, they don’t need to maintain regular business hours.
They also don’t need to be around to accept Service of Process. Service of Process can simply be delivered via certified mail and anyone can sign on behalf of the LLC.
How to start an LLC in West Virginia?
Here are the steps to starting an LLC in West Virginia:
- Choose an LLC name and make sure it’s available
- Choose who will be your West Virginia Registered Agent
- Get a Tax ID Number (EIN) from the IRS
- File the West Virginia LLC Articles of Organization
- Get your Business Registration Certificate
- Complete and sign an LLC Operating Agreement
- Open an LLC bank account
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West Virginia LLC Act: Section 31B-1-108
West Virginia LLC Act: Section 31B-1-109
West Virginia LLC Act: Section 31B-1-111
West Virginia SOS: Service of Process FAQs
West Virginia SOS: Service by Secretary of State
West Virginia SOS: Other Types of Service of Process
West Virginia SOS: Service of Process Filing Procedures
West Virginia SOS: West Virginia Code Citations for Service of Process
West Virginia SOS: Defendants who may be served by the Secretary of State