To change registered agent for your limited liability company (LLC), you will usually need to submit a form with your Secretary of State. However, the requirements for changing a registered agent can vary depending on the state where your LLC is registered.

Change Registered Agent Overview

In some cases, the owners of a company will decide to establish an LLC somewhere other than where the owners live. This is usually done because the business owner's home state has unfavorable laws related to LLCs. While you generally are not required to live in the state where your LLC is formed, you will need to appoint a registered agent with a physical location in the same state as your company.

Registered agents are responsible for handling an LLCs legal issues, including accepting documentation mailed to the company. Typically, you will be required to name a registered agent during the incorporation process. In some cases, the person that a company chooses as its registered agent does not alert the company that they have multiple options for appointing an agent. Regrettably, this can cause an LLC to hire the wrong person for the job, resulting in expensive pricing and ineffective services. Luckily, if you are unsatisfied with the performance of your registered agent, you should easily be able to hire a new one.

Typically, appointing a new registered agent is as easy as filling out and filing a Change of Registered Agent form. Successfully submitting this form can differ depending on your state, with each state having different fees, information required, and process orders.

What Are Registered Agents?

Registered agents are people appointed by an LLC for the purpose of accepting important documents and then passing those documents onto the company. Some of the documents that can be received by a registered agent include:

  • Documents sent by the government.
  • Service of process related to lawsuits.
  • Correspondence sent by clients of the company.

While registered agents serve a very important role, they will usually not be involved in the actual operation of the LLC. Most states have very strict requirements as to who can serve as a registered agent. For instance, a registered agent is usually required to have a physical address in the same state as the LLC. A post office box will not fulfill this requirement. In addition, it should be possible to contact the registered agent during typical business hours. Registered agents can either be an individual, such as an attorney, or another entity, such as a business or LLC.

If you decide to name an individual as your registered agent, you have several options that you can choose from. For instance, many LLCs choose to appoint a member of the company as their registered agent. It's also possible to name a third-party as your registered agent. This could be a professional such as an accountant, someone from a professional registered agent service, or even someone you know personally, such as a friend or family member.

When you are registering your LLC with your Secretary of State, you will be required to select a registered agent. If you do not pick a suitable registered agent, you will not be able to maintain your company's good standing. Companies not in good standing can be imposed expensive fines by the Secretary of State. Similarly, changing your LLC's registered agent without alerting the state can result in stiff penalties, including:

  • A revocation of your company license.
  • Hefty fines against your LLC.
  • The loss of your ability to agree to contracts.

If your license is revoked, you will need to engage in lengthy and costly reinstatement proceedings.

Why Change Your Registered Agent?

There are countless reasons for an LLC to change its registered agent. Frequently an LLC will choose a member of the company to serve as the registered agent. However, registered agent addresses are public record, so if the company employee designated as the registered agent doesn't want their address known to the public, they may decline the responsibility.

If you own the LLC and designated yourself as the registered agent, you may no longer be able to fulfill these duties as your company expands and your workload increases. To make sure you receive all important legal documents sent to your LLC, you may decide to choose a new registered agent.

If you need to change registered agent and need help, you can post your legal needs on UpCounsel's marketplace. UpCounsel accepts only the top 5 percent of lawyers to its site. Lawyers on UpCounsel come from law schools such as Harvard Law and Yale Law and average 14 years of legal experience, including work with or on behalf of companies like Google, Menlo Ventures, and Airbnb.