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 Rhode Island?
In this guide, we will break down all the details you need to know about Rhode Island registered agents.
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What is a Rhode Island Registered Agent?
One of the most common questions we receive from entrepreneurs in Rhode Island 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 Rhode Island does not provide a recommended list of registered agent services, we reviewed the top options and compiled a list of the best Rhode Island registered agent services based on price and overall value.
Who Can Be a Rhode Island Registered Agent?
The Rhode Island Department of State dictates that registered agents must be either a legal resident of Rhode Island or a business entity that is authorized to do business in the state. Should an in-person service of summons or other document be necessary, all Rhode Island registered agents are required to have a physical street address in the state rather than simply 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 Rhode Island Residents Get Served?
The most important part of a registered agent’s role is being served a summons.
In Rhode Island, before a summons can be processed the plaintiff must first open a lawsuit by filing a complaint along with a civil cover sheet, a summons, and a filing fee (as dictated by the court in accordance with the lawsuit type) to the Clerk’s Office.
If these steps are all taken correctly, the state of Rhode Island will allow a professional process server or any adult individual who is not affiliated with the lawsuit to serve a summons to the defendant’s registered agent.
How to Designate a Rhode Island 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.
Whether you are forming an LLC or a corporation you’ll be prompted to designate your registered agent in your business entity’s formation document. For LLCs, you’ll list the name and details of your registered agent in Article 2 of the Articles of Organization (form 400). Alternatively, for corporations you’ll need to designate your registered agent in Article 3 of the Articles of Incorporation (form 100). Both documents may be filed online or by mail.
Although neither document requires the signature of the registered agent, by listing the agent’s name and address you certify that consent has been obtained to appoint them.
How Can I Change My Rhode Island Registered Agent?
If you would like to change your registered agent for any reason, the process is pretty simple.
Depending on the type of business entity, you will either need to file a Statement of Change of Registered Agent for corporations (which can be found here as a PDF or filed online here) or the Change of Registered Agent document for LLCs (which can be found here as a PDF or filed online here).
The fee to submit either form to the Rhode Island Department of State is $20.00. The fee may be paid in-person with cash, by credit card, or by a check made payable to the Rhode Island Department of State.
How Does a Rhode Island Registered Agent Resign?
Sometimes, a registered agent may have to resign from their position.
Rhode Island registered agents wishing to resign are required to submit a written Statement of Resignation to both the business entity and the Rhode Island Division of Business Services along with a $10.00 standard processing fee.
There is no official form used for resignation; instead, the registered agent must draft his/her own document including the exact name of the business entity, the resigning agent’s name and address, a statement declaring the resignation, certification that notice has been given to the business entity, and the signature of the resigning registered agent.
Why Should You Hire a Professional Rhode Island 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 Rhode Island. 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 Rhode Island 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 Rhode Island?
You need to have a registered agent to form your limited liability company or corporation in Rhode Island 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 Rhode Island, 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 Rhode Island 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 Rhode Island Secretary of State:
Rhode Island Department of State
148 West River Street
Providence, RI 02904-2615