Each State Requires a Registered Agent For Your Company
In order gain limited liability as an owner of your business you must register as a Limited Liability Company or Corporation with any State where your company does business. In doing so the State will ask you for the name and office address of your Registered Agent. What is a Registered Agent?
Remember that when you register your company you are creating a new “Person” in the eyes of the State. But that “person” needs to designate another person, distinct from itself, to communicate with officially, sort of like having a legal guardian. For example, if someone wants to contact your company to serve the company with a lawsuit, then there must be a real person with a real physical address to serve notice of that lawsuit. This real person is called the registered agent or in some States the resident agent. Usually the only duty of the registered agent is to forward notices to the registered company.
The name and address of the registered agent for each company is available to the public simply by asking the State where the company is doing business or looking up the company online in that state.
Who Can Be A Registered Agent?
Not just anyone can be a registered agent for your company, it depends on the state law. Every State requires that the registered agent be a citizen and resident of that State, or a company that is registered to do business in that State. In Virginia, the registered agent must also be an owner or specially designated officer of the company, or a lawyer licensed in the state. Maryland and DC eliminate the requirement that the registered agent be an owner or manager of the company.
For example, you can be the registered agent of any company you have ownership in if you live in the State where the company is registered, but not if you live in some other state. In Maryland or DC you could list your neighbor or one of your parents who is a resident as your company’s registered agent (as long as they agree to do it), but you couldn’t do that in Virginia unless they are an owner or specially designated officer of your company.
Many companies designate their lawyer to be the registered agent for the company. This is especially desirable when the company is just starting out and you’re operating it from your home office.That way the publicly available official address of the registered agent does not show the address of any of the owners. Clearly you’d rather not have a sheriff show up at you home to serve a lawsuit on the company. Using your attorney as your registered agent delegates to your attorney the responsibility to keep the registered address address up to date, even if you move the company, so you can concentrate on running the business.
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