A registered agent is the individual or business entity that receives legal documents from the state, and then forwards them to your business address. But why is this a requirement, and who should you designate as your registered agent in Florida?
In this guide, we will break down all the details you need to know about Florida registered agents.
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What is a Florida Registered Agent?
One of the most common questions we receive from entrepreneurs in Florida is why a registered agent is required to form an LLC or corporation. While it might seem like an unnecessary middle-man type of role, the registered agent fills a vital role.
The registered agent’s job is to provide a reliable way for the state to contact an official representative of your business at any time, which is especially important if your business is ever sued. If you didn’t have a registered agent, a lawsuit could progress through the courts without you even knowing about it, which is obviously far from ideal.While Florida does not provide a recommended list of registered agent services, we reviewed the top options and compiled a list of the best Florida registered agent services based on price and overall value.
Who Can Be a Florida Registered Agent?
According to the Florida Department of State’s Division of Corporations, your registered agent may either be a business entity with an active Florida registration or an adult individual with Florida residency. It should be noted that an entity may not serve as its own registered agent, though a qualifying individual or principal associated with the business may (if all registered agent requirements are met). Regardless of if you appoint a business entity or an individual, your registered agent must have a physical street address in Florida, not a P.O. box.
Aside from the legal requirements, an important aspect to discuss is who should be your registered agent. You have the right to declare yourself as your own registered agent, which has its pros and cons.
On the positive side, you can save some money by not paying anyone to serve as your agent, but you’ll also likely need to make your home address a matter of public record, which is not ideal. Additionally, you’ll need to be physically present at your business during all standard operating hours (9-5, M-F).
Some entrepreneurs like to have a friend or family member serve as their registered agent, but if that person doesn’t have experience in this position, they might not know what is expected of them. In addition, designating your lawyer or accountant as a registered agent can work, but these options are usually quite expensive.
Our preference is to hire a professional registered agent service, which provides a combination of convenience, affordability, and peace of mind that is unrivaled by any of these other options.
How Do Florida Residents Get Served?
The most important part of a registered agent’s role is being served a summons.
In the state of Florida, a summons is processed when the appropriate court receives a small fee (which varies from court to court) and all necessary documents. Each document must include enough copies for each defendant, should there be more than one. To process a summons, the clerk will require copies of the completed claim and copies of the completed summons/notice to appear.
If these steps are all taken correctly, the defendant’s registered agent may be served either through the clerk, the sheriff, or a private process server (for a small fee).
How to Designate a Florida Registered Agent
The answer to this question depends on what type of business you’re starting, but with either a corporation or an LLC, you’ll need to designate your registered agent when you form your company.
For those forming a corporation in Florida, you will need to designate your registered agent by either completing the Articles of Incorporation for a profit corporation using the Department’s online document filing platform, or you’ll need to list your registered agent in article VI of the PDF version of the Articles of Incorporation for a profit corporation before mailing it. Alternatively, if you’re establishing an LLC you may designate your registered agent in article III of the Articles of Organization for Florida Limited Liability Companies which can be completed as a PDF here or submitted online using the Department’s online platform.
How Can I Change My Florida Registered Agent?
If you would like to change your registered agent for any reason, the process is pretty simple.
All registered agent changes must be reported on the annual report for the year. If no annual report has been filed/is due, you may change your registered agent by submitting the Registered Agent/Registered Office change form for LLCs and appropriate processing fee.
For corporations, the Registered Agent Change form for Corporations can be found here as a PDF, printed, and mailed with a $35.00 processing fee. For LLCs, you must complete a PDF version of the Registered Agent Change form for LLCs found at this link and print it along with a $25.00 standard processing fee.
Both forms may be mailed to the Florida Division of Corporations at the following address:
Division of Corporations
P.O. Box 6327
Tallahassee, FL 32314
How Does a Florida Registered Agent Resign?
Sometimes, a registered agent may have to resign from their position.
To end their appointment, a registered agent must complete either the Registered Agent Resignation for Corporations or the Registered Agent Resignation for LLCs, depending on the entity type. Neither form may be submitted online; they must be completed as PDFs, printed and then mailed.
The fee to resign as a registered agent in Florida depends on the business entity type and if the entity was active or inactive/dissolved). For corporations, the resigning fee is $87.50 for active corporations and $35.00 for inactive corporations. When it comes to LLCS, it will cost a resigning agent $85.00 to resign from an active LLC and $25.00 to resign from one that has dissolved.
Why Should You Hire a Professional Florida Registered Agent Service?
Hiring a professional registered agent is basically the best of both worlds between serving as your own agent, and designating a lawyer or accountant.
The biggest benefit in our opinion is the privacy protection this allows, as you will be able to keep your personal address private. There’s also a major advantage compared to having an attorney or accountant serve as your agent, namely the fact that registered agent services are almost always much cheaper.
Another reason we like this option is that these companies specialize in providing quality registered agent service. They know exactly what’s expected of them, and there are rarely any issues to speak of.
The other major benefit of hiring a registered agent service is that most of them operate in all 50 states, so that if you ever want to expand your business into another state, you won’t need to hire an additional registered agent. Your same registered agent will be able to provide the coverage you need in your new state, while still providing the same service in Florida. If you hired a lawyer or accountant, they would only be able to help you expand to a new state if they have another physical office in that state.
You Stay Compliant
Finally, most professional registered agents operating in Florida offer some sort of compliance calendar. With this service, your registered agent helps you keep track of due dates for ongoing LLC maintenance requirements like annual reports, which is a valuable bonus.
The top registered agent service providers include some other appealing attributes, including access to their extensive customer support networks. Some of them include a full year of registered agent service with any business formation package, which can be a real money-saver. Another welcome attribute is that some registered agent services provide volume discounts if you require service in multiple states, or if you prepay for multiple years.
What Is the Penalty for Not Designating a Registered Agent in Florida?
You need to have a registered agent to form your limited liability company or corporation in Florida in the first place, but if you let your registered agent service lapse, there could be some serious consequences.
Failure to maintain a registered agent could lead to your business losing its good standing with the state of Florida, and the state also has the right to officially dissolve your LLC if they choose to.
Another issue would be the difficulty of being served if your business is sued. If the state cannot get ahold of your registered agent, a court may decide to go ahead with the lawsuit without your knowledge, which could even lead to a judgment against you. This can happen not just if you fail to designate a registered agent, but also if your agent is not present during business hours to accept the document delivery.
As you can see, the task of designating a registered agent for your Florida business isn’t quite as easy as just writing down your own name.
There are significant downsides to just about every option in our opinion, but we recommend hiring a professional registered agent service because that option has the fewest disadvantages. They charge affordable rates, and you never have to worry about losing your good standing, having your LLC or corporation dissolved, or having a lawsuit proceed in your absence.
If you have any further questions, you can contact the Florida Secretary of State:
Department of State
Division of Corporations
P.0. Box 6327
Tallahassee, FL 32314