Updated September 3, 2026. Quick answer: a Virginia for-profit corporation dissolves by filing Articles of Dissolution, followed by Articles of Termination of Corporate Existence under Va. Code §§ 13.1-743, 13.1-750 for $20, and Virginia does not gate the filing on a tax clearance certificate.
The filing, and what Virginia calls it
Virginia splits dissolution into two filings with the State Corporation Commission: Articles of Dissolution (§ 13.1-743) begins winding up, and Articles of Termination of Corporate Existence (§ 13.1-750) finishes it; the corporation is not fully terminated until the second document is filed.
The tax clearance question
Virginia does not gate the Articles of Dissolution, followed by Articles of Termination of Corporate Existence on a tax clearance certificate. No independent agency-issued clearance certificate is required. § 13.1-743 requires only that fees and taxes administered by the Commission itself (its own annual-registration fees) be paid, and the final § 13.1-750 filing requires only a self-certifying statement that the corporation ‘has filed returns and has paid all state taxes,’ not a third-party clearance document from the Department of Taxation. (Va. Code §§ 13.1-743, 13.1-750) That does not erase the corporation’s final tax filings; it just means the Secretary of State’s office is not the one checking for them before accepting the paperwork.
Creditors and the claims window
Virginia makes available, but does not require, a formal notice-to-known-and-unknown-creditors procedure, with a 120-day claims-bar window. Optional (‘may dispose of the known claims against it’). Claims bar deadline is not fewer than 120 days from the effective date of the written notice. (Va. Code § 13.1-746)
What the filing costs
The Articles of Dissolution, followed by Articles of Termination of Corporate Existence carries a $20 filing fee. $10 for Articles of Dissolution plus $10 for Articles of Termination of Corporate Existence: both filings are needed for full termination.
What this page does not answer
Dissolving the entity at the state level and closing it out with the IRS are two separate processes. A final federal return, IRS Form 966 in some circumstances, and canceling the EIN are governed by federal law, not by Virginia’s corporation statute, and this cluster does not source them. We have the state-filing answer at primary and the federal-closeout answer not at all.
This page sells nothing and links to no filing service. Dissolving a corporation is a filing-desk task with a statutory answer, and the answer is either in the state’s code and the Secretary of State’s own instructions or it is not.
This page covers a for-profit business corporation. If you are closing an LLC in Virginia instead, the filing, fee and statute are different: see dissolving an LLC in Virginia.
Sources
Every citation on this page is statutory or the Secretary of State’s own official filing instructions. No formation service, no registered-agent marketing page and no aggregator is cited anywhere in this cluster; those are the only publishers of the competing versions.
- Va. Code §§ 13.1-742, 13.1-743, 13.1-746, 13.1-750: https://law.lis.virginia.gov/vacode/title13.1/chapter9/section13.1-743/
- Virginia Tax, Closing Your Business: https://www.tax.virginia.gov/closing-your-business