What is Registered Agent

A registered agent’s purpose is to receive formal notices and other communications in the state where you are incorporated and forward these to your company (whose office is frequently in a different state). For instance, someone can validly serve your company with a lawsuit by serving it on your registered agent.

A company must choose a registered agent early in its lifecycle, as they must name one on either the Articles of Organization for an LLC or the Certificate of Incorporation, also called a charter, for a corporation. The registered agent’s address must be in the same state in which the company’s Articles of Organization or Charter are filed.

What a Registered Agent is not

A registered agent is not a mail forwarding service. Many companies (such as Corporation Services Company, which we use for registered agent service) offer both Registered Agent services and Mail Forwarding services. These are different services. The distinction is this: You are required by law to list a registered agent address in the state where you incorporate on your charter so that service of process (a lawsuit) might be sent to you there. A mailing address has a separate purpose and is the address you’ll use for contracts and taxes, amongst other things. If you want an address you can list as your mailing address and share with others, you need a mail forwarding service. Any mail that’s not a lawsuit or something similar that’s accidentally sent to your registered agent (assuming you haven’t bought mail forwarding services from the registered agent) will be returned to the sender.

Who should be the Registered Agent?

There are two commonly used options when selecting a registered agent: (1) a service whose single job is to be a registered agent, or (2) an individual, such as the founder, their lawyer, or an employee, provided that this person's address is in the state where the company is incorporated.

Why is having a Registered Agent important?

Very few people will use individuals for registered agents. The importance of the role is why many companies choose to hire a professional service provider. Although being a registered agent is not particularly difficult and mainly involves having an address in a specific state to receive mail, there could be serious consequences if the registered agent doesn’t fulfill their obligations. For example, the tax documents and other legal notices that are sent to the agent’s address are important and, if missed, could result in fines or other penalties. Or if the company isn’t made aware of a lawsuit that was served on the registered agent, a default judgment could be entered against the company without its knowledge. When in doubt, go with a professional service.

How can I change the Registered Agent on my account? 

You'll find the Change Delaware Registered Agent workflow under the Government Filing section of workflows:

To capture the details of a past change in your company's registered agent, you need to provide the amendment to your Certificate of Incorporation (also known as your Charter) and the board approval for the change. You'll also need to select the Effective Date of your Certificate of Incorporation Amendment and your new Delaware Registered Agent.  To make a change in real time, the platform will generate these documents for you and help you sign them generatively.

Screenshots are for illustrative purposes only.

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