state has adopted its own statute which regulates the
formation and governing of entities such as corporations
and Limited Liability Companies (LLCs.) It's usually
called the Business Corporation Act (BCA) or Business
Corporation Law (BCL.) These acts are usually based
on (and are very similar to) the Revised Model Business
Corporation Act (RMBCA.)
5.01 of the RMBCA says that " ... each corporation
must continuously maintain ... (1) a registered office
... and (2) a registered agent." In general,
failure to maintain a registered agent results in
the loss of the "good standing" of the corporation
with the state. This affects your ability
to do business in the state, can result in corporate
contracts being deemed void or voidable, and can possibly
result in personal penalties or fines on the officers
and directors of the corporation.
every state has enacted similar provisions in their
own Business Corporation Act which require a Registered
Agent or Office for every corporation, LLC, or Limited
Partnership which does business in their state.
The purpose of these provisions is to ensure that each
company has an office where it may be found, and a person
at that office on whom service can be effected for any
notice or process in connection with litigation.
The Secretary of State and other government agencies
usually send any other official communications such
as annual reports and tax notices to this address.
For Limited Liability Companies, many states require
that your registered office be the same as the one where
you house your record keeping; in these states, we cannot
serve as your RA.
exception is the state of New York which requires you
to appoint the NY Secretary of State as Registered Agent.
However, you may still designate NRAI as the address
to which process is forwarded (we will complete the
forms to accomplish this if you choose Registered Agent
services in New York.)
a Business.Com, we've very carefully chosen National
Registered Agents, Inc. (NRAI) to provide registered
agent services for you. With agents specially
trained to correctly handle service of process in every
state (and internationally), NRAI knows the importance
of these official documents. As professional agents,
offices are always staffed during business hours and
your critical papers are never left unattended.
Within hours they are sent to you via Federal Express
(at no extra charge!) This allows you to promptly
respond to a lawsuit (or official state communication)
and avoids the specter of a Default Judgment which could
cost you tens of thousands of dollars to overturn.
And all this expertise is available at the most cost-effective