Having a resident agent is a legal mandate when forming a limited liability company (LLC) in the state of Rhode Island. Below we’ll explain what the resident agent is, their duties, and the requirements to be one.
What is a Rhode Island Resident Agent?
A resident agent (referred to as a registered agent in most states) is an individual or business that is designated by the LLC to receive important legal documents and state correspondence on behalf of the company. This position is crucial to ensure that the correct people within an LLC are notified in person when there are time-sensitive events, such as service of process for lawsuits. The agent also receives important notices from the state, such as garnishment notices against employees, a notice of annual reports, and tax notifications.
Who can be a Resident Agent in Rhode Island?
Rhode Island statutes (RI Statutes-7-16-11) state that each domestic or foreign (out-of-state) registered limited-liability company must have a resident agent for service of process on the limited-liability company who shall be either:
(1) An individual resident of this state; or
(2) A corporation, limited partnership, or limited-liability company, and in each case either domestic or one authorized to transact business in this state.
Resident agents must also have a registered office in Rhode Island. This registered office can be any type of physical residence where mail and service of process can be delivered and accepted in person. A home, business, or office suite number will all suffice as an adequate registered office address. P.O. boxes and virtual offices are unacceptable (RI Statutes-7-16-11).
Should you be your own Rhode Island Resident Agent?
Although it may seem like the simplest and cheapest option is to be your own resident agent, there are some compelling reasons to instead use a registered/resident agent service, such as:
- Availability – A resident agent needs to generally be available at the principal address during normal business hours. This makes it difficult to leave the office to run errands, meet up with potential clients, etc.
- Avoiding Embarrassment – If you serve as your own resident agent and a lawsuit is filed against the business, you could have papers served to you at your office in front of clients.
- Compliance Reminders – Some resident agent services (like ZenBusiness) provide reminders of upcoming state requirements, such as filing annual report filings. Forgetting compliance obligations can get you in trouble with the state of Rhode Island.
- Penalties and Fees – By not continuously maintaining a current registered agent, the LLC may be responsible for penalties and fees, in addition to the potential for administrative dissolution (having the state dissolve the LLC).
How is a Rhode Island Resident Agent Appointed?
You must name your resident agent when you complete the official paperwork with the state to form your LLC, so you need to decide who your resident agent or registered/resident agent service will be before you begin that process. Of course, you need to be sure to inform whomever you’re appointing and get their permission to serve in that role.