contract-law corporate-law
How can I transfer ownership of an LLC in Virginia?
<p>In 2011 I filed paperwork with the Virginia State Corporation Commission (SCC) to form an LLC. I was the "registered agent" for the LLC. </p>

<p>Now, in 2015, I would like my wife to own 100% of the LLC. I have changed the "registered agent" for the company from my name to her name with the SCC. However, SCC says they don't deal with the question of "how to make someone 100% owner of the company."</p>

<p>What would I need to do to officially make my wife 100% owner of the LLC?  Would this paperwork be need to sent to a federal agency or remains internal to the managers/shareholders of the LLC?</p>

<p>The LLC is a registered organization with the Commonwealth of Virginia. There is nothing you would do with a federal agency regarding transferring ownership of the LLC.</p>

<p>You will probably need to see an attorney or use a legal service in order to affect a transfer. The reason for this is that the specific articles of organization of your LLC will determine if and how you would transfer ownership. If you don't have buy-sell provisions in your articles of organization then Virginia law would dictate how the transfer would proceed.</p>

<p>Some sites, such as <a href="https://www.legalzoom.com/articles/how-to-transfer-ownership-of-an-llc" rel="nofollow">LegalZoom</a>, talk about how to transfer ownership of an LLC. It may be as simple as creating a bill of sale transferring ownership of the LLC from you to your wife. It may be more complicated based on your operating agreement, if it includes buy-sell provisions, and or Virginia law.</p>

<p>Other <a href="http://www.northwestregisteredagent.com/sell-llc-membership-bill-of-sale.html" rel="nofollow">web sites</a> talk about how easy it is to transfer ownership. However, they also recommend the use of an attorney.</p>

<p>If you read <a href="http://law.lis.virginia.gov/vacodepopularnames/virginia-limited-liability-company-act/" rel="nofollow">Virginia law</a> and the <a href="https://www.scc.virginia.gov/clk/dom_llc.aspx" rel="nofollow">Secretary of State's</a> website you will find forms such as the <a href="https://www.scc.virginia.gov/publicforms/329/llc1014.pdf" rel="nofollow">Articles of Amendment</a> for an LLC. An attorney can tell you if all you need to do is amend your operating agreement and then do a bill-of-sale transfer.</p>

<p>Because the transfer is dependent on so many things that are not obvious, e.g. articles of organization, Virginia law, etc., it would be best to seek the advice of an attorney or some other legal service that specializes in LLCs for your locale.</p>
