Also known as: registered agents · resident agent · statutory agent
Written by attorneys · grounded in primary & secondary sources — see below
A person or entity designated by a business organization to receive service of process and official communications in the state where the organization is formed or registered. The designation requires the agent's consent and a physical business address in the state. Statutes require the name and address of the registered agent to appear in formation documents such as articles of incorporation or certificates of organization.
Rajesh Rao prepares articles of incorporation for Riverfront Developments. He lists the street address of a downtown office building as the registered office and names an individual whose business office is located there as the initial registered agent. The secretary of state accepts the filing because the required information about the initial registered office and agent appears in the articles.
Riley Rivera and Renee Rogers file a certificate of organization for an LLC but leave out any reference to a registered agent. The filing office accepts the document anyway. Because the certificate lacks the required name and addresses of the registered agent, the LLC is not validly formed under the statute.
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Roberto Reyes forms a limited partnership and designates Regina Robinson as registered agent in the certificate. Robinson has a place of business in the state and has consented to the role. The designation affirms that consent and satisfies the requirement that every limited partnership maintain a registered agent.
Redwood Bank files a statement of change to update its registered agent. The new agent is a domestic corporation whose business office matches the bank's registered office in the state. The filing keeps the bank in continuous compliance with the requirement to maintain a registered agent.
A plaintiff sues a foreign valve manufacturer after an injury in Illinois. The manufacturer has a registered agent in Ohio. Service on that agent satisfies the requirements for obtaining jurisdiction over the nonresident corporation.
A lessor and lessee agree in their equipment lease that a named individual will serve as agent for service of process. The lessee later disputes whether the individual consented to the role. The Supreme Court holds that the contractual designation is effective when the agent has in fact consented.
Formation documents must state the name of the registered agent and the street and mailing addresses of the agent's office in the state. The agent's business office must be identical to the entity's registered office.
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No. A certificate or articles that omit the required registered-agent information remain defective even if the filing office accepts them. The statute conditions valid formation on inclusion of the agent's name and addresses.
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Yes. The designation of a registered agent constitutes an affirmation that the agent has consented to serve. An individual or entity that has not consented cannot validly act as registered agent.
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The agent must supply both a street address and a mailing address in the state. A post-office box alone does not satisfy the street-address requirement.
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…safety valve; and that the injuries were suffered as a proximate result thereof. Summons issued and was duly served on Titan’s registered agent in Cleveland, Ohio. The corporation appeared specially, filing a motion to quash on the ground that it had not committed a tortious act in Illinois. Its affidavit stated that it does no…