Businesses must designate a reliable in-state agent for service of process who is available during business hours to receive lawsuits and government notices. Failing to maintain one can result in default judgments and other penalties.
Last Updated: October 6, 2025
Many businesses receive legal documents every year, and how the company responds can determine whether it survives a lawsuit or faces serious consequences. At the center of this process is the registered agent — sometimes called an agent for service of process. Understanding what this role means, why it matters, and how to choose the right agent is essential for maintaining compliance.
An agent for service of process, or registered agent, serves as the official legal point of contact for a business. Corporations, limited liability companies (LLCs), and other registered business entities are all legally required to designate a registered agent as an official representative to receive lawsuits, subpoenas, and other official documents on their behalf.
States use different names for this role, including “registered agent,” “resident agent,” or “statutory agent.” Some people even nickname it the process agent. Regardless of the title, the function of this role is the same: serving as the point of contact between the business and state agencies.
Most states require corporations and LLCs to maintain a registered agent with a physical address (P.O. box addresses aren’t accepted) in the state of formation or qualification. The specifics vary slightly from one state to another. Still, the registered agent needs to maintain regular business hours at that address so legal process can be served when necessary.
Registered agents play a vital role in the business world. The agent’s most widely recognized duty is receiving service of process when a lawsuit is filed against a business.
For example, suppose a person plans to sue a business for damages caused by their products. The person suing — called the plaintiff — would have to notify the business that they filed a suit against the company. But their representative wouldn’t just walk up to a random employee of the business and deliver the notice; the service of process might not even reach the proper people if they did that. Instead, the process server must deliver that service of process to the registered agent. Since the registered agent’s address is listed on public record (usually on the company formation documents), the plaintiff’s representative can locate them easily. In turn, the agent passes the notice on to the right people in the business so the company can respond appropriately.
In short, the registered agent acts as a designated point of contact who helps ensure that a business doesn’t miss important legal documents that pertain to it.
However, lawsuit notices aren’t the only possible notices that registered agents might handle. Agents could also be responsible for receiving subpoenas for testimony or documents in an ongoing lawsuit, compliance reminders about annual reports, tax notices, and other official legal or government documents on a company’s behalf. At its core, the registered agent role helps ensure that very time-sensitive documents are handled promptly and responded to before a deadline.
As mentioned above, state rules vary slightly regarding the standards for registered agents. That said, there are some common threads. In most jurisdictions, a registered agent must have and maintain a physical street address in the state (often called the registered office address). Depending on the agent, that address could be a personal or business address, but the agent must be present at that address during all normal business hours.
The agent can be an individual resident of the state or another business entity. In some states, if the agent is an individual, they must also be a legal adult. If the agent is another company, it has to be authorized to conduct business in that state. Generally, a business entity cannot serve as its own registered agent, but a member of the company can accept the role. Many business owners take this approach, especially when starting out.
Often, states require the designated agent to provide written consent to their appointment as the registered agent. Business owners will want to check that their agent meets their state’s unique requirements, which can vary. For example, Colorado requires an individual registered agent to have a valid Colorado driver’s license or state identification card. Meanwhile, Virginia requires agents to either be a member of the Virginia State Bar or a member of the business entity’s management, such as a director or LLC member.
While these registered agent criteria might seem tedious at first glance, they serve a purpose: helping ensure that important legal documents can always reach the business.
Since an agent can be an individual or another business entity, business owners have a choice to make. Should they hire a professional registered agent service? Should the business owner serve as the registered agent? Should a friend or family member fill the role? This is an important decision.
For smaller organizations that operate in only one state, it may be possible to designate an individual as the agent. This individual could be an owner, officer, or even an employee. However, meeting the “normal business hours” standard for availability can become a challenge if the person travels often or has responsibilities that make it difficult to stay at one address during business hours. For example, an owner of a landscaping company would have issues serving as their own registered agent if they actually drove to different locations and provided the lawn care service themselves; they’d be away from the registered office location regularly.
Professional registered agent services are an alternative option. In return for a fee, registered agent services provide a reliable statutory agent that will uphold state requirements at all times. Usually, a registered agent service maintains well-staffed offices that handle the receipt of legal notices. As a result, they’re well-suited to upholding a state’s statutory requirements for being available during business hours. It’s even possible to hire a national registered agent service, which is helpful for business owners with plans to expand across the country.
Some of these companies also offer other tools for upholding compliance requirements, such as annual report reminders, online portals for managing documents, and other perks. Some even provide electronic document delivery, physical mail forwarding, and additional business services. These professional services are especially valuable for businesses that operate in multiple states since they can offer consistent coverage and accept legal documents across all jurisdictions.
But which to choose? Ultimately, the business owner has to decide. Complying with state law is most important, but as long as those criteria are met, the owner can designate whatever agent they choose. As a result, they’ll have to choose based on their company’s budget, size, and geographic reach.
There can be severe consequences if a business doesn’t maintain a registered agent or if the registered agent can’t be located when the time comes for legal papers to be delivered.
For example, suppose that a corporation’s registered agent can’t receive service of process because they’re absent, or they fail to give the business timely notice about the suit. If that happens, the business owner may not even know that there’s a lawsuit against the company. Naturally, the company’s owners wouldn’t participate in the court proceedings against it. The court could rule for a default judgment against the business (even if they could have won the case had they shown up).
On a similar note, if a business owner serves as their own registered agent, they risk embarrassment and damage to their professional reputation. When a process server delivers a lawsuit notice, they come to the business owner directly. This could happen while the owner was in front of a client or an employee.
Additionally, if a company doesn’t maintain a registered agent, the state can impose administrative penalties, such as administrative dissolution, loss of good standing, or forfeiture of the right to transact business there. It’s often possible to overcome these consequences, but the state could require hefty fees and paperwork to do so.
Running a business carries inherent risks, and issues with registered agents are some of those risks. To minimize problems, business owners can take several proactive steps to help protect themselves.
To start, it’s important for businesses to regularly confirm that they have a registered agent on file with the state and that the agent’s name and address are current with the Secretary of State’s office (or similar state agency). As straightforward as it sounds, it’s not uncommon for a business to discover that its registered agent’s information has changed for some reason. For example, a small business whose owner is acting as their own agent might change locations and, in the chaos of the move, forget to update the paperwork with the state.
Even if a company hires a registered agent service, it’s important to confirm that everything related to that service is up-to-date periodically. That includes the payment information used to compensate the agent for their services, the address on file with the service provider, and other contact information. For example, suppose a company hires a registered agent service, and they pay the annual service fee by credit card. That card could expire, and without payment, the agent might stop serving the company temporarily, creating a lapse in coverage.
If a business owner decides to act as their own registered agent or to designate another member of the company to fill that role, it’s wise to set up internal procedures for handling registered agent communications. These procedures may cover how quickly these papers are escalated, who they’re escalated to, and what steps to take if the primary contact is unavailable. For example, annual report deadline notices may be sent to the company owner, while service of process notices may need to be sent to both the owner and the company’s attorney.
Planning this out in advance might sound like a hassle, but the “You’ve been served” notice can be very stressful to hear (to say nothing of the normal stress of managing a business). Planning this document handling scenario can help ensure that the stress of receiving a legal notice doesn’t prevent the business from responding in a timely manner.
If a business owner changes their registered agent, they must file the appropriate paperwork with the state, the resigning agent, and the new agent. The precise process and paperwork vary depending on the state and who’s making the change (the agent for service of process or the entity). But generally, a business will have to notify its old registered agent, its new one, and the Secretary of State by filing some paperwork, such as a Change or Registered Agent form.
This step is especially important if a business changes from one professional agent service to another; some service providers will not cancel registered agent service subscriptions until they have proof that a new one has been filed.
In short, due diligence goes a long way towards protecting a business from potential legal pitfalls.
New business owners might be tempted to treat the registered agent as an afterthought, but it’s actually a vital (but behind-the-scenes) role that keeps the business compliant. Business owners will want to take time to understand the requirements and responsibilities of this role so they can select a reliable representative. By doing so, they’ll help set their business up for success.
Disclaimer: The content on this page is for information purposes only and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.
Written by ZenBusiness Editorial Team
The ZenBusiness Editorial Team has more than 20 years of combined small business publishing experience and has helped over 850,000 entrepreneurs launch and grow their companies. Our writers and business formation experts are dedicated to providing accurate, practical, and trustworthy guidance so business owners can make confident decisions.