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What is a Registered Agent?

Updated: Aug 5, 2020

In layman's terms, it's the person who will receive your legal mail. Sexy, right?

What is "legal mail?"

It's the mail you'll receive, potentially by hand delivery, if someone wants to sue your business, or send your business a demand letter or other legal notice. The State of Texas requires your business to have an address on file for just this purpose, and they call the person you list to receive this mail your Registered Agent: an agent of your company registered with the State of Texas to receive your legal mail. (Note: "legal mail" is not a legal term, its my own term of art, so maybe don't go spreading it around.)

BUT WAIT! THERE'S MORE! (and she's excited about it--->)

When a new business is formed, your Registered Agent address will also go to the Texas Comptroller as your address for the business. This is important! Businesses have annual filing requirements with the Texas Comptroller (primarily, your Franchise Tax Report). The Texas Comptroller will send you mail to remind you of these filing requirements, and if you don't meet these filing requirements, your business dies (i.e. becomes inactive with the State of Texas). Letters from the Texas Comptroller also have important information on them, like your company's webfile number and state tax ID, which you will need to file those annual reports.

Who can be a Registered Agent?

Technically, anyone. Every little boy's dream, am I right?

But just because anyone can do it, doesn't mean anyone should. Your Registered Agent must be available to receive mail during normal business hours. (Remember when those existed? Normal business hours? Ha.) Your Registered Agent must also give their written consent to be your company's Registered Agent. (So, don't just list your mom without getting her permission).

So, yes, it can be you, as a member/manager/partner/founder/profiteer of the company, but if you're not home during the day, then it's probably not a good idea. Also, if you list your home address, you'll have to update your Secretary of State filing each time you move. And yes, the address of the Registered Agent has to be a physical, street address.

So, who then? Like anything else in this life, you can pay someone to do it for you. Just Google "registered agent" and the first 5-10 results will be ads for companies that are happy to field your business' legal mail for a small annual fee. It must be an address in Texas though, so don't go hiring a registered agent service in North Dakota. Some accountants also provide this service since your registered agent will receive your state tax mail.

And that's the Registered Agent in a nutshell.

Questions? Ready to start your business? Click here.

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