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Choosing a Registered Agent for your California LLC
Before filing your Articles of Organization with the California Secretary of State (discussed in the next lesson), you need to choose a Registered Agent for your California LLC.
What does a Registered Agent do?
A California Registered Agent is a person or business entity who agrees to accept legal mail (known as “Service of Process”) on behalf of your California LLC in case your business gets sued.
The California Secretary of State may also use your Registered Agent’s address as your LLC’s point of contact for official notices sent to your business.
Special offer: If you hire Northwest to form your LLC ($39 + state fee), they’ll include their Registered Agent service free for the 1st year.
What are the requirements to be a California Registered Agent?
As per Section 17701.13, all Registered Agents must have a physical street address located in California. A California Registered Agent address can’t be a PO Box address.
California Registered Agents should also be available (generally speaking) during normal business hours in case they need to accept Service of Process. Service of Process for an LLC includes the delivery of legal documents such as complaints, summons, and subpoenas.
Note: Registered Agents are sometimes referred to as a Statutory Agent or Resident Agent. We will use the term Registered Agent throughout this guide.
Why does my LLC need a Registered Agent?
Your California LLC’s Registered Agent is a key component to how the court and legal systems work. By requiring all California LLCs to keep a Registered Agent on file with the state, the delivery of legal mail and court documents can be properly tracked.
This is similar to how ‘certified mail return receipt’ works, but in the legal world, this is how process servers – (people delivering court and legal documents) – create a record that something was delivered.
Who can be a Registered Agent in California?
You have 3 options when forming an LLC in California:
- You can be your LLC’s Registered Agent in California (Are there risks?)
- A friend or family member can be your LLC’s Registered Agent.
- You can hire a California Registered Agent Service, also known as a Commercial Registered Agent.
Registered Agent Information is Public Record in California
While you do have the option to be your California LLC’s Registered Agent (or use a friend or family member), you may not want to have your address listed in the public records.
The information you enter in your Articles of Organization becomes public record with the California Secretary of State.
How does being on public record affect my California LLC?
Not only is this information searchable by the public, but other websites download the state’s records and republish them on their own website. Then things begin to multiply as other public record websites take that same information and list it on their website again (and the process repeats itself).
Pretty soon your address is listed on various websites and people can easily find it by doing a google search.
If you’d like to keep your address off of public records, we have a strategy for that.
What’s the best California Registered Agent option to choose?
If you have a street address located in California, are available during business hours, and don’t mind your address being on public record, then you can be your LLC’s Registered Agent.
If you don’t have a street address located in California, but you have a friend or family member who does, they can be your LLC’s Registered Agent. They’ll need to be available during business hours and they shouldn’t mind having their address listed on public record.
If you don’t have a physical address in California (or you’d rather not use it for this purpose), you can hire a Registered Agent Service in California.
California Registered Agent Service
Note: The terms “Registered Agent Service” and “Commercial Registered Agent” mean the same thing. We will use them interchangeably.
A California Registered Agent Service specializes in receiving Service of Process (legal mail) on behalf of your LLC.
Most Registered Agent Services in California cost between $100 and $300 per year.
The California Registered Agent Service we recommend is Northwest Registered Agent ($125 per year).
Why we recommend Northwest Registered Agent
Northwest Registered Agent is our personal recommendation (and the Registered Agent Service we use ourselves) because they’ve been in business for over 20 years, have great customer service, and they let you use their California business address throughout your entire LLC filing in order to keep your address off public record.
How to keep your address off public records:
Many filers in California start businesses from their home. For this reason, it’s important to know that all addresses that are listed in your LLC’s Articles of Organization (Registered Agent Address and Business Address) get listed on public records.
If you were thinking of using your home address, but would rather keep it off public records, you can hire a Registered Agent Service that will allow you to use their California business address throughout your Articles of Organization. Northwest Registered Agent provides this unique service at no additional cost.
They offer Registered Agent services for $125 per year and they’ll let you use their business address throughout your Articles of Organization.
Any mail that is sent to your LLC will be scanned by them and uploaded to your online account.
Special discounted pricing for LLC University® readers
Northwest usually charges $100 + state fees to form an LLC. However, we’ve negotiated a discounted rate (60% off) for LLC University® readers.
Special offer: If you hire Northwest to form your LLC ($39 + state fee), they’ll include their Registered Agent service free for the 1st year.
(Check out our Northwest Registered Agent review to learn more)
Risks of being your own Registered Agent in California
As mentioned above, you can be your LLC’s Registered Agent in California.
Besides the address privacy we mentioned, are there any risks to being your own Registered Agent?
In short, there are risks. They are not extremely likely to occur, but if they do, you could lose your liability protection and the California Secretary of State has the power to administratively shut down your California LLC if you’re not in compliance with the state laws.
This can happen if you don’t “continuously maintain” (always have) a Registered Agent on file, or if the Secretary of State is unsuccessful in reaching your LLC’s Registered Agent.
Additionally, if a process server (the person who delivers court documents and notices of lawsuits) is unsuccessful in reaching your California Registered Agent (or is unsuccessful in serving your LLC through the Secretary of State), a court case can proceed in your absence and you might not even know about it. Worse, the court could enter a default judgment against your LLC if you aren’t there to defend yourself.
Why might a process server be unable to reach my Registered Agent?
A few reasons a process server might not be able to reach your California LLC’s Registered Agent:
- You, your friend, or family member are not there during business hours
- You/they are on vacation or out of town
- You/they moved and you forgot to file a Change of Registered Agent with the California Secretary of State
California Registered Agent FAQs
How much does it cost to get a Registered Agent in California?
The cost of California Registered Agents ranges from $100 to $300 per year if you hire a Registered Agent Service.
While you can google various different Registered Agents and check on their pricing, here is a list of some of the most popular Registered Agent Services and their fees:
Northwest Registered Agent is $125 per year- Our #1 recommendation for privacy
- ZenBusiness is $199 per year
- MyCompanyWorks is $99 per year
- Harbor Compliance is $99 per year
- IncFile is $119 per year
- Rocket Lawyer is $150 per year
- LegalZoom is $299 per year
To learn more about how these companies compare against each other, check out Best Registered Agent Services in California.
Note: If you want to save money, you can also be your LLC’s Registered Agent in California.
Can I be my own Registered Agent in California?
Yes, you can be your California LLC’s Registered Agent, as long as you have a physical address located in the state.
Does an out-of-state LLC need to register in California?
If your out-of-state LLC is doing business in California, then yes, you need to register it in California as per the California LLC Act.
This is called a Foreign LLC registration.
How do I know if I’m doing business in California?
The California Franchise Tax Board considers you to be doing business in the state if you:
- make sales in California,
- have a physical business address there, or
- your employee payroll meets the Franchise Tax Board requirements.
How do I register a Foreign LLC?
To register a foreign LLC, first you’ll need to select a Registered Agent. If you, a friend, or family member have a physical address in California, you/they can be your LLC’s Registered Agent. Otherwise, you can hire a Registered Agent Service.
The Registered Agent Service we recommend is Northwest Registered Agent.
Next you’ll need to obtain a Certificate of Good Standing from the state where your LLC was originally formed. You can get this in most states from the Secretary of State, or the department where you filed your original LLC. These usually aren’t very expensive.
Then you’ll complete an Application to Register a Foreign Limited Liability Company. This filing typically costs $70, but is currently free until June 30, 2023!
You must also file an initial California Statement of Information with the Secretary of State’s office within 90 days of registering your LLC. The initial Statement of Information filing fee is $20.
How do I change my Registered Agent in California?
You can change your Registered Agent in California by filing a Statement of Information.
This document is used to update almost everything for your LLC, including your Registered Agent information.
You can submit this form online or by mail.
What is an Operating Agreement for an LLC in California?
A California LLC Operating Agreement is a written contract between the LLC Members (LLC owners). This legal document includes detailed information about LLC ownership structure, who owns the company and how the LLC is managed.
Single-Member LLCs and Multi-Member LLCs should draft an Operating Agreement, keep it with their business records, and give a copy to all Members.
We’ve drafted a free California Operating Agreement template for you to download.
Next Step: California LLC Filing Form (Articles of Organization)
Once you determine who will serve as your California LLC’s Registered Agent, you can then proceed to the next lesson: California Articles of Organization.
If you plan on hiring a California Registered Agent Service, please do so before going to the next step. You’ll need their address for your Articles of Organization.
What do you think?
Can you take 10 seconds and rate this lesson?
References
California Courts: Service of Process
California Government Code: Article 3
California Code of Civil Procedure: Article 4
California Revised Uniform LLC Act: 17701.14
California Revised Uniform LLC Act: 17701.15
California Revised Uniform LLC Act: 17701.16
California Secretary of State: Service of Process
California Revised Uniform LLC Act: Section 17701.13
Berkeley Law: Frequently Asked Questions – Subpoena FAQs
California Secretary of State: Agent for Service of Process FAQ
California Secretary of State: List of Registered Corporate Agents
California Code of Civil Procedure: Article 4 Section 416.10 – 416.90
California Code of Civil Procedure: Article 3 Sections 415.10 – 415.95
California Secretary of State: Guidelines for Access to Public Records
California Secretary of State: FAQs – Personal Information in Public Filings
Matt holds a Bachelor's Degree in business from Drexel University with a concentration in business law. He performs extensive research and analysis to convert state laws into simple instructions anyone can follow to form their LLC - all for free! Read more about Matt Horwitz and LLC University.
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Hello and thank you for your information, great content.
My question now is while I’m updating my registered agent’s info on the SOS site, it requires me to add ALL Manager’s /Member’s addresses which I am the only Manager/member correct? or do I list my registered agents information and not put in my own personal info/address? I do not want my personal address listed for public search. I look forward to your reply many thanks.
Hi Ken, you’re very welcome :) It sounds like you are filing a California LLC Statement of Information in order to update the Registered Agent information. If the Registered Agent you hired allows, you can can list your name along with their address. You wouldn’t list the Registered Agent’s name as they are not an LLC Manager or LLC Member. Hope that helps.
Unless I’m missing something, hiring a RA, even one who allows you to use their address as a business address, does NOT prevent members’ personal addresses (or other contact info) from being public as the Statement of Information requires all members’ addresses. Thus, much of the info here regarding RAs, at least in CA, reads as misleading at best.
Hi Clay, you can actually use Northwest’s address for the Members’ or Managers’ address on the Statement of Information. The form allows for a residential or business address.
Hi Matt,
All the articles I have seen list string reasons for hiring an outside RA.
Almost all are written by people who run companies that offer RA services.
The risks cited are the same that you have mentioned. I have a feeling that we are missing the full picture in all these arguments.
First of all how many lawsuits are filed per LLC in a state, I am sure the number will be a small fraction. That will be rough probability of you getting served a lawsuit notice.
Second – all such notices are served by mail – very unlikely that SSO or other such official will make a phone call. So if you are your own RA and if you are away from home office, you would come back and get the mail. Not sure the argument of “business hours” holds water in todays time. (the image of a “server” riding a horse with a paper scroll knocking on your door…)
Third – what is to say that with a $100 / year service, the hired RA will not miss the important notice like that. That is even worse because no matter who misses the notice you are on the hook.
Fourth – no matter if you have an external RA, your business address will be public record. So you will get junk mail. Period.
Finally, I am not saying a $100 / yr is a big deal – but I am not sure it is worth it, in fact may even me more risky if you are running a very small business.
This happened with me. I hired legalzoom for both filing LLC and to be my RA but they did not let me know in a timely manner about a pending tax bill. I was on the hook all the time and has to chase FTB. They only woke up every year to remind me of the RA subscription dues and remind me of perils of not having a RA.
Would you please share your thoughts on this?
Thanks
Hi Neena, you are correct. Most information online about Registered Agents is pretty biased. You are also correct: most LLCs don’t receive lawsuits. However, phone calls are not a part of lawsuit delivery. And there is such thing as “substituted service”, which means the LLC may technically be served, even if you don’t get the notice.
Commercial Registered Agents are in the business of receiving and processing mail. We’ve never heard of a Commercial Registered Agent not forwarding service/mail properly (until your comment here). Jeez. That is crazy. We don’t recommend LZ for Registered Agent services. There are better and more affordable options out there.
And while yes, by default, a business address is listed on the California Articles of Organization, depending on the Registered Agent you hire, some let you list their office address as the LLC’s business address if you’d like.
However, at the end of the day, you certainly don’t need to hire a Commercial Registered Agent if you want to be your own Registered Agent. It will save you money. We explain both options (being your own Registered Agent vs. hiring a Commercial Registered Agent) and we think there is value in Commercial Registered Agents, especially in terms of privacy. However, we’ll look over this again and make sure we are accurately reflecting the pros and cons of being your own Registered Agent vs. hiring a company. Thanks for your thoughtful comment!
Thank you for your great informative website.
I have a question. I am one of the two member of LLC that we are going to establish. Both of us have physical mailing address of our resident. Since we are at the business address during work time 8 to 5 everyday, can we put our business address and one of member’s name as a registered agent because we don’t want our resident address be in public records and also we are not available at our resident during work time.
Thanks
Hi Keyvan, you’re very welcome :) Great question. Yes, the address doesn’t have to be your home address. If you or your partner want to be the Registered Agent for your California LLC, you can do so and you can use your business address. Hope that helps.
Hello! And thank you for such a wonderful website and information sharing.
My question is, as a sole owner of an LLC, I’d like to be taxed as an S-corp.
Your video on creating the Operating Agreement, under III. Tax and Financial Provisions, it was advised to enter a sole proprietorship, however if I want it to be an S-Corp, would you advise me having my Operating Agreement reflect S- Corp there? Thanks!
Hi Monika, yes, that’s correct. It would say “S-Corp” there in the Operating Agreement. Here’s more info on the S-Corp if needed: LLC taxed as S-Corp. Hope that helps.