A resident agent receives legal documents for a business entity such as corporations, partnerships, and LLCs. The agent must be a legal resident of the jurisdiction and have a physical address. Failure to identify an agent can result in fines or loss of business license.
A resident agent is a person or company designated to receive legal documents for a business entity. Examples of business entities include corporations, partnerships, and limited liability companies (LLCs). Other names for a resident agent include registered agent, solicitor, and corporate agent. Qualifications for an agent vary by jurisdiction.
Most jurisdictions have laws that allow individuals to create business entities to engage in business and make a profit. The law treats a business entity as separate from its owners. A business entity offers legal benefits to its owners such as limiting liability and providing tax benefits. The entity may also file lawsuits to enforce its rights or may be sued. As a result, a jurisdiction requires commercial entities to designate a person or corporation as its resident agent.
The primary function of a resident agent is to accept delivery of legal documents for the business entity. Legal documents include government notices, subpoenas, or documents that initiate a lawsuit such as a claim and subpoena. Once a designated agent receives the documents, the law treats the agency as having notice. In other words, a business entity cannot claim that it has not received documents or has no knowledge of a lawsuit, if the documents have been turned over to the entity’s agent.
A resident agent is usually identified in the documents that created the business entity. For example, a lawyer setting up a company for a client must file a document called a charter with a government office. The document sets out such items as the company’s powers, identifies directors and provides the name and physical address of its resident agent. If the company changes its agent, it must inform the government.
Jurisdictions have few requirements for the qualifications of a resident agent. A common requirement is that the agent be a legal resident of the jurisdiction, which means she must live in the jurisdiction. If the agent is a commercial entity, you must also be located in the jurisdiction. Some laws may require the agent to be an attorney or corporate officer of the corporate entity.
An entity that fails to identify a resident agent could face fines, lose its business license or lose the right to conduct business in the jurisdiction. The agent must maintain regular business hours and a physical address to receive legal documents. A post office box is not enough.
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