This guide will outline what you need to know about changing a registered agent in South Dakota and how to get started when you’re ready.
You formed your South Dakota LLC. You did the paperwork. You started operating your business.
And now, for one reason or another, you need to change your registered agent. No worries, we’ve got you covered.
There are a number of reasons you might need to change your South Dakota LLC’s registered agent. Maybe your designated registered agent moved out of state, left the company, or no longer wants the responsibility. Maybe you had assigned the job to yourself, and you no longer want your address on public record. Maybe (hopefully) your business has expanded so much that you no longer have time to handle the registered agent responsibilities.
Whatever your reason may be, changing a registered agent in South Dakota might seem like a daunting task, with a mountain of paperwork and legal proceedings involved. However it’s actually quite simple, and this guide will help make the process quick and painless.
The state of South Dakota has certain requirements for changing your LLC’s registered agent. In order to make the change, a business entity needs to file the appropriate change form with the Secretary of State. This form is available both online and on paper.
South Dakota is one of several states that designates between commercial and noncommercial registered agents. The only difference is that a commercial agent has registered with the state to provide professional registered agent services and an noncommercial one has not. The Secretary of State FAQ page has more information.
For the legal precedents surrounding registered agent changes, see the South Dakota Codified Laws Section 59-11-11.
You can’t pick just anyone to be a registered agent for your LLC. The state of South Dakota puts certain restrictions on who can serve as one. If you’re choosing or changing your registered agent, keep these requirements in mind. The registered agent in South Dakota must:
* If your registered agent is a foreign business entity, it must be authorized to transact business in South Dakota
So, you’ve got your new registered agent lined up and now you just need to make the official change. Here’s how to get it done.
Filing online is the best way to go about it, not only because it’s faster, but also because it’s cheaper. This is because there’s an additional $15 fee for paper filings on top of the form’s standard $10 fee. To change your registered agent online, go to this page and click “File a Statement of Change.” Input your Business ID and you’ll be on your way. You’ll be prompted to pay the $10 fee with a credit card at the end of the process.
But if you’d rather file by mail and don’t mind the extra $15 fee, download the “Statement of Change of Registered Office, Registered Agent, or Both.” Complete the form and write a $25 check, payable to “Secretary of State,” then mail them to:
Secretary of State Office
500 E Capitol Ave
Pierre, SD 57501
Live near Pierre? You’re also welcome to deliver the form in person.
Some states allow businesses to change their registered agents by updating Annual Reports or Articles of Organization, but South Dakota does not. You must file a digital or paper Statement of Change form.
If you’re too busy, or if you’d feel more comfortable letting someone else take the reins, you have the option of hiring a company or individual to file your paperwork for you. It’s a great way to save time and stress.
Submit your form? Pay your fee? Then you’re all set! Processing times for the Secretary of State’s office vary, but the Business Services homepage is regularly updated to show the submission dates of filings they’ve processed. Monitor this page if you’re eager to know when your change has been made.
Think of your registered agent as a mediator between you and the state of South Dakota, the person or business entity that handles some of your most important paperwork.
In case you thought the registered agent was just a formality, look at the documents they handle:
A lot of important stuff. Which is why a reliable registered agent is essential to every South Dakota business owner.
By handling high-priority and sensitive documents on your behalf, your registered agent takes care of your communications with the state, so you can spend more time building your business.
Plus, if you operate a South Dakota small business from out of state, a trustworthy registered agent is especially important, as the state requires a local contact for your LLC. Having this contact ensures your company will receive and respond to time-sensitive documents, so you won’t miss filings and get hit with penalties.
If you’re unsure where to find a good South Dakota registered agent, consider using a registered agent service. These companies provide you a reliable, professional registered agent so you can have peace of mind knowing you won’t ever miss a filing, tax deadline, or state correspondence.
Sure, you can jump online, search “registered agent service,” and get a ton of results. But the truth is that not all of these services are trustworthy. So, we’ve done some research for you. If you want to know you’re getting a top-quality registered agent, take a look at our comparison guide on the best rated registered agent services. Many of these providers can also form an LLC for you if you’re needing a fresh start. ZenBusiness is a very well known option.
There are numerous reasons you might need to give up your South Dakota registered agent role, but only one way to resign.
Registered agents play an important role in the life of an LLC, handling sensitive legal and tax documents, so it’s essential that agents follow proper resignation procedures. Otherwise, you could leave your company with unplanned fines or penalties, and you could be individually liable.
Fortunately, for South Dakota LLCs it is easy.
Follow these steps and the hardest part of your resignation won’t be the process itself, it’ll be saying “so long” to your former business.
The South Dakota Model Registered Agent Act (Section 59-11-15) doesn’t require you to notify your LLC before formally resigning with the Secretary of State. You only have to inform them afterward. But because registered agent is such an important position, your company will appreciate advanced notice. It will give them more time to plan a registered agent change and avoid potential penalties.
It will make your transition smoother too. After the Secretary of State processes your resignation, you will retain your duties for 30 days unless your LLC appoints a replacement sooner. If you give them the time to line up a successor, you can pass off your responsibilities right away instead of waiting a month.
Speaking with your LLC is good form, but it isn’t what puts your resignation in motion. To get started with the official process, download a “Statement of Registration” from the Secretary of State Miscellaneous Forms page.
Find it? Now you just need complete it using a PDF editor (like Adobe Acrobat) or in dark ink. It won’t take long. The only pieces of information it needs are as follows:
There’s no filing fee, so the only thing you need to submit is the form itself. When you’re finished filling it out, mail it to:
Secretary of State Office
500 E Capitol Ave.
Pierre, SD 57501
If you haven’t already, don’t forget to mail a copy to your LLC as well. You must do so promptly after you submit it to the Secretary of State.
Standard processing time for registered agent resignations is 3-5 business days. As mentioned earlier, your name won’t come off the record until 30 days after the form is processed unless your LLC brings on a new agent sooner. Just keep in mind that you could still receive mail and service of process for up to a month after you resign.
When you put down your registered agent responsibilities, someone else has to pick them up, or your LLC will lose its good standing with the state. Help your LLC keep its momentum by carefully planning your transition.
This starts with finding a successor who’s ready to take over right away. Even a small gap in registered agent coverage can result in severe penalties. Let’s say your LLC doesn’t have a replacement agent, even after you’ve served the requisite 30 extra days. If it goes 60 more days without a regsitered agent on file, the state will administratively dissolve it.
Any successor that they eventually do appoint must meet South Dakota’s registered agent requirements, meaning that they must:
In South Dakota, an LLC is allowed to assign registered agent duties to one of its individual members. But sometimes it’s easiest and less stressful to give those responsibilities to a professional agency instead.
We recommend using a registered agent service, which can take over registered agent duties, freeing up more time for the LLC’s managers to focus on running the business.
You do a lot for your South Dakota LLC. You’re essentially the shield that protects it from fines, the filter that catches important documents, the conductor that keeps it on track with compliance.
Because you play such an important role, it’s crucial that you follow the resignation procedures exactly — and potentially provide a replacement agent for the business. Otherwise, you might find yourself and your LLC in hot water.
Follow this guide and you’ll be totally fine. Soon, you’ll be on to your next project, whether that’s starting a new business in South Dakota or something completely different.
If you need a fresh start and would like to form a brand new LLC, there are plenty of services that can take care of this for you. ZenBusiness and LegalZoom are two very popular options.
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