How To Request Resignation of a Registered Agent? (Guide)
At Venture Smarter, we understand that if you’re a business owner, there may come a time when you need to ask your registered agent to step down from the business organization.
When this happens, it is best to understand the process of requesting the resignation of your registered agent with the state.
We partnered with our qualified experts with over nine years of experience in the business sector and spent over three weeks researching different official Secretary of State websites to help you understand how to request your registered agent resignation efficiently.
Continue reading to learn the resignation process of a registered agent and what happens after your agent resigns.
Quick Summary
- Before resigning, the present registered agent must notify the entity of their intention to resign.
- The resignation of a registered agent can lead to the business being placed in administrative status and may have legal and financial implications.
- The resignation process includes the agent notifying the entity of their intention to resign, a waiting period, and filing a resignation with the state.
- From my experience, after a registered agent resigns, the business must quickly appoint a successor to avoid penalties, loss of good standing, or dissolution by the state.
What Is Registered Agent Resignation?
Registered agent resignation is a resignation statement that includes the title of the domestic or foreign limited liability company, the identity of the agent, and the fact that the agent is resigning from duty as a registered agent for the business entity.
Based on our experience, at Venture Smarter, the organization will be placed in administrative status when the registered agent resigns. The entity's name will also be made accessible for usage by other companies.
"The resignation of an agent may have legal ramifications for your company since your right to conduct business in the state has been jeopardized. It may also lead to payment of additional fees because the entity must re-appoint the agent."
- Jon Morgan, CEO, Co-Founder & Editor-in-Chief of Venture Smarter
Resignation Process of a Registered Agent
At Venture Smarter, we advise that before the registered agent may legally resign from the company, the following actions must be taken:
- First, the present registered agent must notify the entity of their intention to step down or retire. This notification tells the entity that the registered agent is pursuing the resignation, which will result in the company's forfeiture.
- Before taking any action, the registered agent must wait thirty days after issuing this notification to the company. This period allows the company to try convincing the registered agent to refrain from proceeding with the resignation filing.
- If the entity takes no action, the registered agent may file the resignation with the state. The resignation procedure takes several months to complete, depending on the state.
Drawing from our experience, the state will then offer the entity thirty more days to reinstate the former registered agent as the entity's current registered agent or to identify a new agent to work on its behalf.
Again, if no action is taken, the entity will be declared officially forfeit and lose its good standing.
During the approximately sixty-day waiting time frame, the entity may still receive notices of outstanding additional fees, like the yearly franchise tax fee.
The state will continue to generate franchise tax notifications until the company is surrendered upon and in a forfeit condition.
Statement of Resignation of Registered Agent
The statement of resignation of a registered agent document is a document that contains the details of the registered agent who is resigning from a company [1].
The document essentially contains the following:
- The LLC registered agent's name.
- The title of the entity.
- The name and address of the individual at the company to whom the agent will send their resignation notice.
- The statement of resignation.
- The date of filing.
- The signature of the registered agent.
The resignation statement must state that the registered agent hereby resigns from the appointment as registered agent for the entity stated.
Note that the appointment as registered agent expires (the resignation becomes effective) thirty days after the date the registered agent resignation is obtained by the state under whose jurisdiction the entity conducts business or when a new registered agent is appointed, whichever comes first.
What Happens After Your Registered Agent Resigns?
After your registered agent resigns, we at Venture Smarter recommend you act swiftly to appoint a new registered agent for your company or consider acting as one yourself.
Let's look in detail at what happens after the resignation of your registered agent:
1. Change Registered Agent
Failing to appoint a new successor registered agent quickly can impact your firm severely. It is critical that you carefully select your replacement registered agent.
When choosing a new registered agent, we recommend prioritizing accountability, availability during business hours, and the ability to fulfill the role's duties.
Both another corporate entity and commercial services are viable options, but ensure they are reliable.
From our experience, the resignation of an agent typically takes 30 days to become effective, during which they remain responsible for the company.
To streamline the transition, the new agent should complete state paperwork promptly, allowing the outgoing agent to step down. Deadlines for appointing a successor vary by state, so legal advice is recommended.
2. Be Your Own Registered Agent
If you can't find a suitable individual to execute the obligations of a registered agent, you can function as the company's registered agent.
This isn't usually a smart idea because it implies that you're always available during work hours.
We do not recommend operating as your own registered agent if you are not always present during business hours or if you travel frequently.
You must also have a physical location in the state where the firm does business to be a registered corporate agent. A PO Box address is not accepted.
If the corporation does business in multiple states, you can only serve as the registered agent in the state where you live.
This is why companies doing business in various states benefit from employing a registered agent service that may function nationwide.
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3. Potential Penalties
In most states, if a successor agent does not formally take over the responsibilities of the registered agent within a specific length of time, the company may face the following penalties:
- It will lose its status as a firm in good standing in the state.
- It will lose its capacity to conduct operations in the state.
- Be barred from making contracts in the state.
- Lose the ability to litigate in state courts.
- Be susceptible to financial penalties or fines.
- Some or all of its licenses may be revoked.
- It can only exist administratively, which means it cannot operate fully.
- Lose its name in certain jurisdictions, which another firm might take.
- Be dissolved by the state.
FAQs
How Do I Resign as a Registered Agent?
You resign as a registered agent by giving the corporation you were representing written notice of your resignation. Then, in person, by mail, or online, you submit a Statement of Resignation of Registered Agent to the Secretary of State, Corporations Division.
If My Registered Agent Resigns, Do I Need to File Anything With the State?
Yes, if your registered agent resigns, you must file a statement of change of registered agent and registered office with the Secretary of State to preserve the registered agent's name and current registered office address.
References:
- https://www.sos.ga.gov/sites/default/files/forms/Form
