Registered Agent Information for LLCs:
Every state requires an LLC to have a “registered agent”. In this article we’ll answer the questions we hear the most: (1) what is a registered agent? (2) what does a registered agent do? (3) who can be a registered agent; and (4) whether or not you should hire a professional registered agent.
What is a Registered Agent?
A registered agent is the person (or business) responsible for receiving important notices on behalf of the LLC. The most important notice that the registered agent can receive is a notice that the LLC has been sued. If a lawsuit is filed against an LLC, by law the plaintiff must give notice to the LLC (i.e. deliver a copy of the lawsuit to the registered agent…not the business owner or receptionist).
Who Can be the LLC’s Registered Agent?
Typically, one of the LLC’s members/owners is appointed as the registered agent. However, the registered agent does not need to be an owner. The LLC’s registered agent can be a family member, an attorney, a CPA, or a professional registered agent. By law, the LLC’s registered agent must be (1) a living person or existing business; (2) physically located within the state (i.e. a Texas LLC must have a registered agent located in Texas). In practice, the registered agent should be someone that you trust.
When Do I Appoint the Registered Agent?
Initially, the registered agent is named/appointed in the the articles of organization or certificate of formation. You can also change the registered agent at any time (as long as the LLC is in good standing).
What if I Create an LLC in One State and Register as a Foreign LLC in Other States?
An LLC that is created in one state, but does business in other states must have a registered agent in the formation state AND each state in which the LLC is required to register as a foreign LLC. You will appoint the registered agent in the new state when the Application to Register the Foreign LLC is filed.
Do I Need to Hire a Professional Registered Agent?
Typically one of the LLC’s members will be the registered agent, but this has some disadvantages. Papers initiating a lawsuit may be served at any time during the workday, so if you leave periodically or for extended periods as on a vacation, you risk missing these important papers. You can lose a lawsuit by default if you are unable to be served. Someone must be available during the workday to receive these documents on your behalf. It could potentially be embarrassing for you to receive legal in front of clients, employees, or family members. If you move often, and you were your own registered agent, you would be required to file more paperwork with the state for each and every move.
Reasons to Hire a Professional Registered Agent
- The business lacks a physical address;
- The business is a home-based business;
- You are not interested in receiving the added junk mail;
- You can freely change your business location without having to file a change of registered agent form each time you move;
- You can travel freely without worrying about missing delivery of a lawsuit and a subsequent default judgment;
- You will receive important tax and legal documents via e-mail (instead of mail), if you so desire;
- You do not want a process server or constable serving legal papers in front of your clients or employees;
- You do not maintain normal business hours;
- You do not currently live in the state in which you need a registered agent; and
- You use a P.O. Box and do not want your home address used in a public record.
IncFile is a professional registered agent that can serve as your registered agent in all 50 states.