Address of state corporation department:
West Virginia Secretary of State
Corporation Division
State Capitol Building
1900 Kanawha Blvd East
Charleston WV 25305-0770
Telephone: (304) 558-8000
State web address: http://www.legis.state.wv.us/
State law reference: West Virginia Code, Chapter 31D.
Title of filing: Articles of Incorporation.
Filing Fees: $50.
Other fees: Annual license tax, variable fee based on value of authorized capital stock and the month in which
Articles are filed. Attorney-in-fact fee, variable based on the month in which Articles are filed. Instruction sheet
illustrating sliding scales is attached to state Articles of Incorporation form.
Name reservation: Reservable for 120 days for $15 fee. (Section 31D-4-403).
Name requirements: Corporation, Incorporated, Company, Limited, or abbreviation. (Section 31D-4-401).
Incorporator requirements: One or more persons or corporations. (Section 31D-2-201, 31D-1-150(14))
Corporate purpose requirements: General “all purpose” clause (see instructions). (Section 31D-3-301).
Director requirements: One or more (may be nonresidents). (Section 31D-8-802, 31D-8-803). But the shareholders
can agree that there will be no board of directors and the corporation will be managed by shareholders instead.
(Section 31D-8-801, 31D-8-732).
Paid-in capital requirements: None.
Annual report requirement: Yes, to Secretary of State. (Sections 11-12C-1 et seq.). Report due with license tax
(variable, depending on number of authorized shares) and $25 attorney-in-fact fee.
Publication requirements: None.
Other provisions: Articles may be effective up to 90 days after date of filing, if so stated in Articles. (Section 31D-
1-123). Articles must state the total value of all authorized capital stock, the number of shares, and the par value
per share. Articles must state the principal purpose for which the corporation is organized, though this statement
also can include the “general purposes” language.
We have the form for that
