Registered Agent

FREQUENTLY ASKED QUESTIONS

Do I need a registered agent?

If an entity fails to maintain a registered agent, the state may have statutory authority to revoke the entity’s authorization to conduct business in that state.

State law generally requires corporations, limited liability companies, limited partnerships, and various other types of business entities to register with the state (usually the Office of the Secretary of State) in order to conduct business in that jurisdiction. State law also requires all registered entities to maintain a registered agent and registered office in the state as a matter of public record. Legal notices and state correspondence for the business entity are delivered to the registered agent at the registered office address. The registered agent is responsible for receiving service of process and state correspondence on behalf of the entity. The registered agent maintains contact information for the entity and promptly forwards any service of process or state correspondence received by it to such contacts. Businesses should continually update their contact information with the registered agent.

In order to fully provide you with info on our registered agent service, please visit our Registered Agent Services Details page.

You can designate yourself or a representative of your company as registered agent if you are physically located in the state of registration. If not, you will need to appoint a third party as registered agent. A registered agent must be available for the receipt of service of process during regular business hours. Most business owners choose not to name themselves or a company representative as the registered agent due to the potential risk of legal service being mishandled. Using a third party registered agent provider like Capitol Services can ensure that legal service is promptly delivered to your company’s legal representatives.

In many instances, our law firm clients name us as registered agent for their clients’ companies. It’s because they have come to know the level and quality of service we provide. Being appointed by an entity’s legal representative is how we begin many of our agent relationships. It’s also not unusual for a company’s compliance personnel to find that we were named as registered agent by someone else within the company prior to them coming on board. If you have a question about how we became your registered agent, please contact our Registered Agent team.

You can designate us as your registered agent in your entity formation or registration documents filed with the state. If you are filing the documents yourself, please contact our Registered Agent department to obtain the necessary agent information and signatures. If you would like assistance with filing your formation documents, please contact our Corporate team.

If an individual or another entity currently serves as your registered agent and you would like to change to Capitol Services, please contact us. We will prepare the appropriate documents for filing with the state and absorb the cost of any state filing fees associated with changing your registered agent to us. We will conduct a status check to verify that the entity is in good standing in every jurisdiction where we will be providing representation.

Your annual fee may decrease as you add registrations. Therefore, it is important that you inform us about all existing or new registrations.

The revocation or involuntary dissolution of an entity by the state does not terminate the registered agent relationship. As long as your entity remains in existence with the state (not voluntarily terminated), the registered agent remains legally bound to continue to provide registered agent services. Either you or Capitol Services may terminate registered agent services by providing thirty (30) days written notice of termination to the other party. A resignation of registered agent or other similar filing may be required to terminate the registered agent relationship.

We maintain three types of contacts for each entity that we represent: (i) a service of process contact for legal service; (ii) a tax notices and official state communications contact; and (iii) a billing contact. You should regularly update these contacts to ensure important materials are forwarded to the correct party in a timely manner. It is the entity’s responsibility to ensure all contact information is current.

This contact will be forwarded service of process documents, such as lawsuits and other legal correspondence, that we receive on behalf of the business. The service of process contact has responsibility for promptly handling legal notices internally for the company. We forward legal notices to the service of process contact the same day they are received via email and Federal Express. You may provide an unlimited number of email addresses for others to be copied electronically on any legal service.

This contact is considered to be the authorized communications contact and/or custodian of records for your entity. Official notices from the state (such as annual reports and tax notices) are forwarded to the tax contact via email and regular mail.

Under the laws of many states, the communications contact and/or custodian of records are considered to be a liaison with the entity. In Delaware and several other states, certain entities are required by statute to provide their registered agent the name, business address, and business telephone number of a natural person designated as the “communications contact” for the entity. In other states, like Nevada, certain entities are required to provide their registered agent with the name, business address, and business telephone number of a natural person designated as the entity’s custodian of records. The laws also require the entities to keep this information updated. If an entity fails to provide this information, the registered agent may resign.

Additionally, Delaware now requires limited liability companies and limited partnerships to maintain a current record of the name and address of each member, manager, or partner. Upon receipt of a request by the “communications contact,” limited liability companies and limited partnerships are required to provide the name, business address, and business telephone number of a natural person who has access to a current record that identifies the name and last known business, residence, or mailing address of each member, manager, or partner.

This is the contact to whom Capitol Services will send invoices for registered agent services.

You can update your entity’s contact information by sending an email to regagent@capitolservices.com or by calling (800) 345-4647 and asking to speak to the Registered Agent department. You can also change the information online through your Client Dashboard.

We can serve as your registered agent in all fifty states and the District of Columbia.

We offer international registered agent services in select jurisdictions.

Your annual rate for registered agent services includes the forwarding of two SOP for each entity we represent as the registered agent. For instance, if you have appointed us as the registered agent for one entity in one state, you are allotted two SOP per year. If you have appointed us as the registered agent for two entities in one state or one entity in two states, then you are allotted four SOP per year. We charge $30 for each SOP exceeding the account allotment. Excess SOP fees allow us to recoup the expenses incurred processing and forwarding a higher volume of SOP.

We do not allow our address to be used as an entity’s principal office, general, mailing, or business address. We serve as an entity’s registered agent and registered office and only allow our address to be used in that capacity.

State law generally requires corporations, limited liability companies, limited partnerships, and various other types of entities to register with the state (usually the Office of the Secretary of State) in order to conduct business in that jurisdiction. State statutes usually provide a list of activities that either do or do not constitute transacting business within the state. After referring to the statutes, it may be necessary to consult an attorney to see if your specific actions will constitute conducting business in the state.

You can access a list of our registered agent names and addresses in each state through your Client Dashboard. For access or any other address requests, please contact us at info@capitolservices.com.

For liability reasons, we cannot permit our employees to personally serve as the registered agent for our clients. We only allow our company to be named as an entity’s registered agent. You can access a list of our registered agent names and addresses in each state through your Client Dashboard.

We often act as the agent for service of process for clients in connection with private contracts (such as loan or credit agreements). For more information on this service, please contact us at 800-345-4647 or info@capitolservices.com.

Annual report management is not included in our basic registered agent services. As your registered agent, we provide the required in-state address for the receipt of service of process and official government correspondence.

For our registered agent clients, we do offer an optional Annual Report Management Service (ARMS) wherein we manage the preparation and filing of annual reports. If interested, please contact us at 800-345-4647 or info@capitolservices.com.

In addition to offering registered agent services in connection with your registration with the Secretary of State (or equivalent office), we often act as the registered agent with other state agencies. These include, but are not limited to, state insurance and pharmacy boards as well as mortgage lending departments. For more information on this service, please contact our Registered Agent team.