Registered agent

In United States business law, a registered agent, also known as a resident agent or statutory agent, is a business or individual designated to receive service of process (SOP) when a business entity is a party in a legal action such as a lawsuit or summons. The registered agent's address may also be where the state sends the paperwork for the periodic renewal of the business entity's charter (if required). The registered agent for a business entity may be an officer or employee of the company, or a third party, such as the organization's lawyer or a service company. Failure to properly maintain a registered agent can affect a company negatively. In United States business law, a registered agent, also known as a resident agent or statutory agent, is a business or individual designated to receive service of process (SOP) when a business entity is a party in a legal action such as a lawsuit or summons. The registered agent's address may also be where the state sends the paperwork for the periodic renewal of the business entity's charter (if required). The registered agent for a business entity may be an officer or employee of the company, or a third party, such as the organization's lawyer or a service company. Failure to properly maintain a registered agent can affect a company negatively. Most businesses are not individuals but instead business entities such as corporations or limited liability companies (LLCs). This is because there are substantive (and substantial) liability protections as well as tax advantages to being 'incorporated' as opposed to being 'self-employed'. If a registered agent fails to perform their function, it can have dire consequences for the business entity. For example, if a customer fell inside a store and sued the store, and the store's registered agent failed to notify the business entity of a summons to appear in court to respond to the lawsuit, then when the case went to trial, nobody would appear to defend the store and the customer would win by a default judgment. Additionally, the store would likely not be able to get the judgment overturned on appeal because they had been properly served. This is one of the most common reasons that business entities generally will utilize a third party as their registered agent be it a commercial service company, an attorney, or in some cases, a CPA. The person at a business entity that maintains contact with the registered agent is normally the corporate secretary or governance officer. A registered agent is designated by a business entity by completing a form and filing it with the appropriate government agency, normally a state's Secretary of State's office. In most all cases, the registered agent for a business entity is assigned in the formation documents filed in a jurisdiction when the entity is originally created. For example, a person forming a corporation in the State of Nevada or Delaware, would designate the registered agent along with the agent's address on the articles of incorporation filed with the Nevada Secretary of State or Delaware Secretary of State respectively. If the agent cannot sign the articles to be filed, some states such as Nevada provide that the registered agent may be designated using a separate 'Registered Agent Acceptance' form with the appropriate acceptance and signature. A representative of the business or the individual accepting responsibility as registered agent must sign to accept the responsibility of acting as agent. In most states it is a crime to knowingly file a false document with the office of the Secretary of State, although the penalties vary widely. For example, in Nevada it is a Class 'D' felony to forge this signature, but in Michigan it is only a misdemeanor. A business entity might at some point want to change its previously designated registered agent to another party. This is accomplished by obtaining a form from the secretary of state where the business entity is registered, completing said form, and filing it with that state office along with any requisite fees which may vary from state to state. In some cases the required form may simply be a dedicated change of registered agent form, and in other cases, such as in Delaware, an actual amendment to the articles of the business entity must be filed.