Corporation Annual/Biennial Compliance and Good-Standing Packet - Virginia
VIRGINIA CORPORATION ANNUAL REPORT, REGISTRATION-FEE, AND GOOD-STANDING PACKET
Two-part corporation duty. A Virginia stock corporation files an annual report and pays a separate annual registration fee. Do not copy the fee-only LLC model.
1. CORPORATE RECORD
| Item | Verified information |
|---|---|
| Exact corporate name | [________________________________] |
| Virginia SCC ID | [________________________________] |
| Domestic or authorized foreign corporation | ☐ Domestic ☐ Foreign |
| Incorporation/authority date | [__/__/____] |
| Annual due month/date | [________________________________] |
| Authorized shares | [________________________________] |
| Current SCC status | [________________________________] |
| Last annual report filed | [__/__/____] |
| Last annual fee paid | [__/__/____] |
2. ANNUAL REPORT CALENDAR
Va. Code § 13.1-775 makes the report due on or before the last day of the twelfth month after the month of incorporation or authority, and on that date each year thereafter. The report may be filed no earlier than three months before its due date.
| Calendar control | Date |
|---|---|
| Three-month filing window opens | [__/__/____] |
| Annual report/fee deadline | [__/__/____] |
| Internal target | [__/__/____] |
| Next-cycle review | [__/__/____] |
☐ Due date confirmed from the SCC record, including any Commission extension or conversion/domestication carryover.
3. CORPORATION REPORT DATA
| Required field | Current value | Change needed |
|---|---|---|
| Corporate name, principal office, and formation jurisdiction | [________________________________] | ☐ |
| Virginia registered office, county/city, and registered agent | [________________________________] | ☐ |
| Directors' names and post-office addresses | [________________________________] | ☐ |
| Principal officers' names and post-office addresses | [________________________________] | ☐ |
| Aggregate authorized shares | [________________________________] | ☐ |
☐ Information is current as of the report date.
☐ An incomplete or inaccurate report returned by the Commission is corrected promptly.
4. SHARE-BASED ANNUAL FEE
As of 2026-11-01, § 13.1-775.1 sets $50 for 5,000 or fewer authorized shares. Above 5,000 shares, the fee is $50 plus $15 for each additional 5,000 shares or fraction, capped at $850. A late annual fee incurs a penalty equal to 10% of the fee or $10, whichever is greater.
| Fee input | Verified value |
|---|---|
| Authorized shares on statutory assessment date | [________________________________] |
| SCC-assessed annual registration fee | $[________] |
| Penalty, if any | $[________] |
| Live assessment rechecked | [__/__/____] |
☐ Fee is taken from the SCC assessment, not independently guessed from a stale share count.
☐ Any amendment reducing authorized shares is checked for effective date and timely SCC filing before requesting reassessment.
5. GOOD-STANDING AND DEFICIENCY GATE
Section 13.1-609 conditions good standing on paid Commission amounts, an accepted annual report, and no effective termination/withdrawal or name-change prohibition.
| Evidence | Purpose | Retained |
|---|---|---|
| Current CIS entity record | Internal status check | ☐ |
| Accepted annual report | Filing proof | ☐ |
| Fee receipt | Payment proof | ☐ |
| Certificate of Good Standing | Official transaction evidence | ☐ |
☐ Domestic or foreign automatic-termination/revocation route correctly classified.
☐ An inactive corporation is routed to the Virginia corporation reinstatement packet.
6. NEXT-CYCLE CONTROL
| Task | Owner | Due date |
|---|---|---|
| Recheck §§ 13.1-775 and 13.1-775.1 and 2026 enactments | [Name] | [__/__/____] |
| Recheck SCC report and fee assessment | [Name] | [__/__/____] |
| Reconcile officers, directors, agent, offices, and shares | [Name] | [__/__/____] |
| File report and pay fee by due date | [Name] | [__/__/____] |
| Order good-standing evidence if needed | [Name] | [__/__/____] |
7. COMPLETION CERTIFICATE
Prepared by: [________________________________]
Official sources rechecked on: [__/__/____]
Authorized filer: [________________________________]
Signature: [________________________________] Date: [__/__/____]
SOURCES AND REFERENCES
About this template
- Last updated
- November 1, 2026
- Citations checked
- November 1, 2026
- Jurisdiction
- Virginia
- Category
- Corporate & Business
Legal authority
- Va. Code § 13.1-609
- Va. Code § 13.1-775
- Va. Code § 13.1-775.1
Corporate documents govern how a company makes decisions, records them, and handles disputes between owners, directors, and officers. Proper corporate paperwork is what lets a business take advantage of limited liability, pass clean audits, and survive an acquisition or investor review. Skipping formalities like written resolutions and signed consents is one of the fastest ways for a business owner to lose personal asset protection.
Not legal advice
This template is provided for informational purposes. We recommend having an attorney review any legal document before signing, especially for high-value or complex matters.
Checked against the law it cites
A reviewer verified this template's legal citations against the official source on November 1, 2026.
Va. Code § 13.1-775.1(C) (checked October 21, 2026): "Any domestic or foreign corporation that fails to pay the annual registration fee herein imposed within the time prescribed shall incur a penalty of 10 percent of the annual registration fee, or $10, whichever is greater, which shall be added to the amount of the annual registration fee due."
Va. Code § 13.1-609(C)(2) (checked November 1, 2026): "An annual report required by § 13.1-775 has been delivered to and accepted by the Commission;"
Va. Code § 13.1-775(C) (checked November 1, 2026): "The report shall be filed no earlier than three months prior to its due date each year."
Va. Code § 13.1-775.1(A) (checked November 1, 2026): "Any such corporation whose number of authorized shares is 5,000 or less shall pay an annual registration fee of $50. Any such corporation whose number of authorized shares is more than 5,000 shall pay an annual registration fee of $50 plus $15 for each 5,000 shares or fraction thereof in excess of 5,000 shares, up to a maximum of $850."
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