Get a Delaware Registered Agent

What is a Delaware registered agent?

A Delaware registered agent serves a pivotal role, acting as a legally designated individual or business entity appointed to receive important legal documents and some state notices on behalf of your business. This role is integral for all registered businesses in Delaware — such as a limited liability company (LLC) or corporation — as the agent handles sensitive and important communications such as service of process notices, legal summons, and certain official government correspondence. 

Maintaining a registered agent helps ensure that your business never misses crucial legal deadlines and maintains good standing in the state. The role isn’t just administrative but serves as a safeguard for the company, promoting compliance and smooth operations within the legal framework of Delaware.

Do you need a registered agent in Delaware?

In Delaware, appointing a registered agent isn’t just a recommendation, but a legal necessity for all registered business entities. As a general rule, if you file formation documents with the Delaware Division of Corporations or submit paperwork to get authority to transact business, then you need a Delaware registered agent. 

This requirement is in place to guarantee a consistent and reliable channel for the state and others to deliver important legal notices and documents. Without a registered agent, a business risks missing essential legal communications, which can lead to penalties and state fees or even the revocation of the business’s authority to operate within the state.

For example, if your business is served with a lawsuit and the process server can’t locate your company’s registered agent to accept service of process, you run the risk of not knowing about the case against you. You’d potentially lose the opportunity to defend yourself in court.

When should I get a Delaware registered agent?

Securing a Delaware registered agent is one of your initial steps when setting up a business in the state. This agent’s details are necessary for the registration process and must be included in your foundational legal documents. For a Delaware corporation, this means the Certificate of Incorporation, and for an LLC, the Certificate of Formation. If you’re thinking about hiring an agent service to fill this role for you, we recommend doing so during the startup process to avoid change fees and paperwork down the line.

If you’re moving or expanding an existing business into Delaware, appoint a registered agent as part of the relocation process. Timely appointment of a registered agent is crucial, as any delay can impede your business’s ability to legally operate, access state services, and remain compliant with Delaware’s business regulations.

Delaware Registered Agent Requirements

Delaware’s laws specify certain criteria that a registered agent must meet to ensure effective and lawful operation. First, the agent must have a physical address in Delaware, known as a registered office, which cannot be a P.O. box. This requirement helps ensure that there’s a tangible location for the service of legal documents. The agent must be available during all normal business hours to receive any deliveries in person.

In terms of who can serve as a registered agent, the choices include an individual Delaware resident or a business entity that’s legally authorized to conduct business in the state. The business entity can be a corporation, limited liability company (LLC), limited liability partnership, limited partnership, limited liability limited partnership, or statutory trust.

It’s vital to choose a registered agent who fulfills these legal requirements and has a track record of reliability and efficiency. They should have systems in place to promptly notify you and forward any documents received, keeping your business informed and compliant with state laws and regulations.

Who can be a Delaware registered agent?

Technically speaking, anyone can serve as a Delaware registered agent as long as they meet the criteria discussed above. As a result, many entrepreneurs choose to serve as their own registered agent, appoint a trusted individual (such as a family member or friend), or hire a registered agent service. 

These choices are perfectly legal, but not all of them are right for everyone. Let’s walk through the pros and cons of each option so you can confidently choose the best registered agent for your business.

Can I be my own Delaware registered agent?

In Delaware, you have the option to act as your own registered agent for your business. Small business owners often consider this choice if they’re looking to minimize expenses since they don’t have to pay an annual registered agent fee. However, they must personally fulfill all the legal obligations of a registered agent (explained above). For a small business owner, those requirements can be restrictive. 

For example, if your Delaware LLC requires you to be out and about serving clients, you can’t be tied down to a registered office address. You also can’t travel on non-holidays if you serve as your own agent. Furthermore, it’s problematic if you work irregular hours. In short, just because you can serve as your own agent doesn’t necessarily mean you should. For many entrepreneurs, a registered agent service is a better option.

Benefits of Using Delaware Registered Agent Services

Opting for a Delaware registered agent service can offer significant benefits and peace of mind for business owners. Professional registered agent services specialize in receiving and handling legal documents and compliance notices, helping ensure that nothing gets missed. They maintain a physical presence at a Delaware business address, are available during all required hours, and can forward any documents to you in a timely manner. This is particularly advantageous for those who don’t reside in Delaware or are frequently out of the office for any reason.

Using a registered agent service also comes with some crucial advantages, like helping protect your professional image. If you serve as your own agent and your business is served with a lawsuit, the process server will come to you directly. This can happen at any time, even if you’re with a client or business partner. 

An agent service prevents that embarrassment. In that scenario, your agent would accept the service of process on your behalf, handling it discreetly and professionally.

How much does it cost for a registered agent in Delaware?

The cost of a Delaware registered agent can vary significantly based on the service provider and the level of services offered. Generally, the annual fees for a professional registered agent service range from around $100 to several hundred dollars. The annual registered agent fee covers the basic service of acting as your designated recipient for specific legal documents and government notices. The price for a registered agent company can increase if it includes additional services, such as uploading documents to an online account and other perks. 

It’s important to note that while being your own registered agent can save these costs, the potential risks and responsibilities involved might outweigh the financial savings. When choosing a service, consider not only the cost but also the reliability, reputation, and range of services provided by the agent. Some businesses might benefit from more comprehensive services, while others might only need the basic functions of a registered agent.

Cost of Changing Registered Agents

Delaware only gives you one option for changing your registered agent: filing the Change of Registered Agent/Office form for your business type. The filing fee for most business types is $50. Nonprofits pay just $5 for the change filing.

How to Get a Registered Agent in Delaware

Securing a Delaware registered agent is a straightforward process. If you decide to act as your own agent, all you have to do is fill in the appropriate information on your formation paperwork.

But if you decide to hire a service, your first step is to research and select a reputable registered agent service provider. You can do this by comparing registered agent services, fees, and reviews online. Once you choose a provider, you’ll typically need to sign up for their service, provide your business details, and pay the associated fees.

No matter what type of agent you hire, it’s crucial to officially designate your chosen agent in your business formation documents filed with the state, such as the Certificate of Incorporation for Delaware corporations or the Certificate of Formation for LLCs. If you’ve already formed your business, then you’ll follow procedures to change your registered agent instead.

How to Change a Delaware Registered Agent

Changing your Delaware registered agent is a relatively easy process. To make the change, you must file a form with the Delaware Division of Corporations — the “Certificate of Change of Registered Agent/Office” for a corporation or the “Certificate of Amendment Changing Only the Registered Office/Agent” for an LLC.

This form requires information about your Delaware company, including its name and type, as well as your new registered agent’s information. Please note that Delaware offers multiple versions of the form, and you’ll need to use the version that matches your business type.

Once you submit your paperwork, the state will process the change and list your new agent on public record. Be sure to fully set up your new registered agent (and make sure they agree to serve you) before you make the change to help ensure a seamless process.

Change of Registered Agent Requirements

When changing a registered agent, the new agent must meet the same requirements: be a Delaware resident or a business located in the state, have a physical street address in the state (P.O. boxes aren’t allowed), and be available during business hours. Foreign business entities can also serve as agents if they have authority to conduct business in the state.

Delaware Secretary of State Contact Information

Website:
https://sos.delaware.gov/

Resignation of Delaware Registered Agent

If a registered agent needs to resign, they must notify the LLC and submit resignation paperwork with the Delaware Division of Corporations. Delaware actually gives you two options for this step. If you wish, you can appoint your own successor, or you can resign without appointing a replacement. Your choice will affect the paperwork you file, so decide how you’ll resign before filing any forms.

Steps to Remove a Registered Agent Without an Appointment

1. Notify your LLC: Inform your LLC in writing that you’ll be resigning without appointing a replacement. You need to send this notice 30 days before filing any formal paperwork with the state.
2. Submit your resignation: Delaware provides a variety of forms for agents who aren’t appointing a successor; find the right version for your business type and file it, paying the $2 filing fee.
3. Hand off your responsibilities: Help your LLC transition to a new registered agent to avoid penalties. A valid registered agent is crucial to maintaining the LLC’s good standing.

Steps to Remove a Registered Agent With an Appointment

1. Notify your LLC: Inform your LLC in writing that you’ll be resigning, but you’ve appointed a replacement, and get their consent for the replacement. You also need to ensure that your successor agrees to serve as the LLC’s new agent.
2. Submit your resignation: Draft your own Statement of Resignation (the state doesn’t provide a prewritten form). This form should include your name and contact information, your successor’s information, your signature, and the entity (or entities) affected by your resignation. You should also attach a statement that your successor and represented business both approve this change. File both these documents with a check for the required fee to the Delaware Secretary of State.
3. Hand off your responsibilities: Help your LLC transition to a new registered agent to avoid penalties. A valid registered agent is crucial to maintaining the LLC’s good standing.