Each 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.)

Section 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.

Almost 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.

NOTE:  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. 

One notable 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.) 

At Incorporate 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 price

 


 

 

 

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