Why Do I Need a Registered Agent for my LLC?

Simply put, the reason you need a Registered Agent for your LLC is that it’s required by state law.

The longer answer is that Registered Agents are an important part of how our legal system works, and they provide a reliable point of contact for legal matters.

We’ll explain a Registered Agent’s role and why your LLC is required to have one.

What is a Registered Agent?

A Registered Agent is a person or company who receives legal documents and notices from the state on behalf of an LLC.

Note: A Registered Agent is also known as a Statutory Agent, Resident Agent, or Agent for Service of Process. Some states use different terms, however they all mean the same thing.

What does a Registered Agent do?

A Registered Agent receives and forwards important legal documents, called “Service of Process”.

When individuals are sued, Service of Process is delivered to them directly.

But when businesses are sued, Service of Process is delivered to the Registered Agent.

Here’s how it works:

• If your LLC becomes involved in a lawsuit, the court will send a person called a “Process Server” to deliver Service of Process to your LLC.
• After your Registered Agent receives the Service of Process for your LLC, they’ll forward it to you (the LLC owner), so you can read the documents and decide how to proceed.

Having Registered Agents accept legal mail from Process Servers allows for the tracking of court documents.

For this reason, nearly all 50 states have laws that require businesses to keep a Registered Agent on file and up-to-date.

What is the purpose of a Registered Agent?

The purpose of a Registered Agent is to make sure that someone is available during normal business hours in case Service of Process arrives.

For most business owners, it’s very unlikely that you’ll be involved in a lawsuit.

That said, state law still requires that you keep a Registered Agent on file with the Secretary of State’s office for as long as your LLC exists.

Is a Registered Agent required?

Yes. LLCs are required by state law to have and keep a Registered Agent for as long as the LLC exists.

There are 2 exceptions to this:

• West Virginia
• New York

In West Virginia, Registered Agents aren’t required. Service of Process and state notices are sent to the LLC Mailing Address by default.

And in New York, the Secretary of State acts as the Registered Agent for all business entities by default. This means that if your business is involved in a lawsuit, Service of Process will be delivered to the Secretary of State. And they’ll forward the Service of Process to your business.

That said, both states allow you to add a Registered Agent if you’d like.

What are the risks of not having a Registered Agent?

If your LLC doesn’t maintain a Registered Agent and keep the state up-to-date with their information, then you may receive fines, penalties and administrative consequences.

For example, your LLC may lose its good standing status with the state, and the Secretary of State can even administratively dissolve (shut down) the LLC.

Additionally, if your LLC becomes involved in a lawsuit and you don’t have a Registered Agent to receive Service of Process, then your LLC can be served in other means. And in a worst case scenario, a court could rule in your absence (often to the benefit of the party suing you). This is called a “default judgment“.

Having a Registered Agent for your LLC isn’t just the law, it’s an important part of maintaining and protecting your business.

Who can be a Registered Agent for an LLC?

In most states, you have 3 options for who can be the Registered Agent for your LLC:

• you
• a friend or family member
• a Registered Agent Service

What are the requirements for Registered Agents?

It’s important to know that Registered Agents are required to have their name and address listed on public record. That way, if the court or the state needs to reach your LLC, they have a reliable point of contact.

This is why Registered Agents are required to be available at a specific physical address in the same state where the LLC is located. It’s also why they’re required to be there during normal business hours.

If you (or a friend or family member) will be your LLC’s Registered Agent, that person is required to have a physical address in the state where you formed your LLC. And they should be available at that address during normal business hours.

Note: If they’re a friend or family member, they must also agree to accept delivery of legal documents related to any lawsuits against your LLC at that address (called the “Registered Office Address”).

If you hire a Registered Agent Service, they must also have a physical address in the state where you formed your LLC.

For more information on Registered Agent options and their requirements, select your state below:

Why do I need a Registered Agent for my LLC? FAQs

Matt Horwitz

Founder & Educator, LLC University®

Matt Horwitz is the leading expert on LLC education, and has been teaching for 15 years. He founded LLC University in 2010 after realizing people needed simple and actionable instructions to start an LLC. He's cited by Entrepreneur Magazine, Yahoo Finance, and the US Chamber of Commerce, and was featured by CNBC and InventRight.
 
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.