Jargon Item of the Month: March

“Registered Agent/Registered Office.”

This is the official “contact point” for a corporation, limited liability company and certain partnerships. As such, the agent will receive official correspondence from the Secretary of State and other state agencies. In some states, the “registered agent” may be called “resident agent” or "agent for service of process."

A registered agent can be an individual who is a resident of the state where the corporation or LLC is formed. It can also be another legal entity like a corporation or LLC that was formed or is qualified in that state.

The "registered office" is the physical address of the registered agent. It can be the personal or business street address, in the case of an individual registered agent, or the business street address for an entity registered agent.

All corporations and LLCs (and certain partnerships) are required to maintain a registered agent. The reason for this is that, if a lawsuit is filed against the corporation or LLC, there will always be someone available to receive the complaint and summons (aka service of process).

For most domestic entities (i.e. those formed within the state in question), there is no reason why the principal of the entity cannot serve as the registered agent. On the other hand, if a foreign entity (i.e. one formed outside of the state) wants to qualify to do business in the state, they will have to find an in-state person or organization to be the registered agent.

For a few additional details, see our glossary of terms.