Form a Partnership in Virginia
Forming a Partnership in Virginia costs $100 in state filing fees and typically takes 3-7 business days to process. Virginia charges no recurring annual report fee for this entity type (check the notes below for other filings).
Last verified September 2026 against official Virginia sources · see sources
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How to File
Choose a Partnership Type
Decide between a General Partnership (GP), Limited Partnership (LP), or Limited Liability Partnership (LLP). General Partnerships require no formal state filing unless operating under a fictitious name, while LPs and LLPs must file with the Virginia State Corporation Commission (SCC).
1-2 hours
Select and Verify a Business Name
Choose a unique business name and verify its availability using the Virginia SCC's business name search tool at scc.virginia.gov. For LPs and LLPs, the name must include the appropriate designator such as 'Limited Partnership' or 'L.P.' or 'LLP'.
30 minutes
Draft a Partnership Agreement
Although not legally required in Virginia, a written partnership agreement is strongly recommended to define each partner's roles, profit/loss sharing, decision-making authority, and dissolution procedures. This document protects all partners and governs internal operations.
2-5 hours
Designate a Registered Agent
Appoint a registered agent with a physical Virginia street address who is authorized to receive legal and official documents on behalf of the partnership. This is required for LPs and LLPs filing with the Virginia SCC.
30 minutes
What's Next After Filing
Once your Partnership is officially formed, you'll want to complete these important steps:
- •File Formation Documents with the Virginia SCC — For a Limited Partnership, file a Certificate of Limited Partnership (Form LPA-73) with the Virginia SCC online or by mail with the $100 filing fee. For a Limited Liability Partnership, file a Statement of Registration (Form LLP-101) with the SCC.
- •Register a Fictitious or Trade Name (if applicable) — If a General Partnership operates under a name other than all partners' legal surnames, file a fictitious name certificate with the circuit court clerk in the county or city where the business is located. The fee is approximately $10-$26 depending on locality.
- •Obtain an EIN and Fulfill Tax and Licensing Requirements — Apply for a federal Employer Identification Number (EIN) from the IRS at no cost, open a business bank account, and obtain any required local business licenses or permits from the Virginia Department of Professional and Occupational Regulation or local government.
Fees and Processing Time
- State filing fee:
- $100
- Expedite fee:
- $200
- Standard processing:
- 3-7 business days
- Expedited processing:
- Same day or next business day
Virginia requires registration of a General Partnership only if it operates under a name other than all partners' surnames (fictitious name/trade name certificate). A Limited Partnership (LP) requires a $100 filing fee with the Virginia State Corporation Commission (SCC). Registered trade name/fictitious name certificate is $10 at the county clerk level. Expedited same-day or next-day service available for an additional $200 fee.
Partnership in Virginia: Quick Answers
How much does it cost to form a Partnership in Virginia?
The state filing fee is $100, plus $200 if you choose expedited processing. Optional costs such as a paid registered agent are on top of that.
How long does it take to form a Partnership in Virginia?
Standard processing is 3-7 business days; expedited processing is same day or next business day.
Does a Partnership in Virginia need a registered agent?
Yes. You must name a registered agent with a physical Virginia address. You can serve as your own agent if you have a Virginia street address and are available during business hours.
Does Virginia require a Partnership to publish a notice?
No. Virginia has no newspaper publication requirement for this entity type.
What are the annual fees and filings for a Partnership in Virginia?
Virginia does not require an annual report for this entity type.
Advantages
- ✓Simple and inexpensive to form, especially General Partnerships which require minimal state filings
- ✓No annual report or annual fee requirement with the Virginia SCC for most partnership types
- ✓Pass-through taxation avoids double taxation — income is reported on partners' individual returns
- ✓Flexible management structure with no rigid governance requirements imposed by the state
Considerations
- •General partners face unlimited personal liability for business debts and legal judgments, putting personal assets at risk
- •Partnerships dissolve or must be restructured upon the departure, death, or bankruptcy of a partner unless the partnership agreement provides otherwise
- •Harder to raise capital compared to corporations since partnerships cannot issue stock or attract certain institutional investors
Annual Obligations
How a Partnership Compares in Virginia
Partnership vs. LLC
An LLC provides limited liability protection for all members, shielding personal assets from business debts, whereas a General Partnership exposes all partners to unlimited personal liability. LLCs also require a formal Articles of Organization filing and typically an operating agreement.
Partnership vs. Corporation
A corporation offers the strongest liability protection and the ability to issue stock and attract investors, but is subject to more complex governance requirements and potential double taxation; a Partnership is simpler to operate with pass-through taxation but lacks liability protection for general partners.
Partnership vs. S-Corp
An S-Corp provides liability protection and pass-through taxation similar to a partnership but requires incorporation, IRS election, and adherence to shareholder restrictions (max 100 shareholders, U.S. citizens/residents only); a Partnership has no such restrictions and is easier to form.
Partnership vs. Nonprofit
A Nonprofit corporation is organized for charitable, educational, or public benefit purposes and may qualify for tax-exempt status, whereas a Partnership is a for-profit arrangement between two or more partners sharing business income and liability.
Sources
Fees, steps and deadlines on this page come from Virginia's official filing office and tax agency pages listed below and were last verified in September 2026. Fees change — confirm on the official site before you file.
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