Is An Illinois Registered Agent Necessary For Your Business?
Having a registered agent is mandatory when forming a Limited Liability Company (LLC), corporation, or Limited Partnership (LP) in Illinois.
I’ll explain below what the registered agent is, their duties, the requirements to be one, and more..
Registered Agent Overview
A registered agent (also referred to as a resident agent or statutory agent in some states) is a person or company that is designated to be the official point of contact between the government and an Illinois corporation, LLC, or LP. Sole proprietorships and general partnerships do not need a registered agent.
The requirements for an entity to have a Registered Agent are formed under Illinois Statutes 805 ILCS 180/1-35 (LLC) and 805 ILCS 5/5.05 (corporation), which states that registered entities will have and continuously maintain a registered agent.
Common Questions About Illinois Registered Agents
How is a registered agent appointed in Illinois?
A registered agent is appointed by either naming them when initially filing the entity formation documents, Articles of Organization (LLC), or Articles of Incorporation (corporation), but the agent can be changed at any time by filing Form BCA 5.10/5.20 – Statement of Change of Registered Agent and/or Registered Office.
Who can be a registered agent in Illinois?
The requirements to be a registered agent in Illinois include:
– An Illinois resident of Illinois 18 years or older. Alternatively, a registered business entity may also act as the registered agent.
– Have a physical address (often referred to as a registered office or principal office). This can be the actual address of the business, the home address of an owner, or even the address of a friend or family member. PO Boxes are not acceptable. A private mail service or mailbox also does not fulfill the requirement.
– Be available to receive Service of Process on behalf of the business during normal business hours, which is generally between 9 am and 5 pm. Service of process refers to the delivery of legal documents, often a summons, subpoena, or lawsuit filed against the business entity.
What is required of a registered agent in Illinois?
The primary responsibility of a registered agent in Illinois is to accept important legal notices and tax documents and then forward them to the appropriate person in the business.
If a process server is unsuccessful in reaching the company’s registered agent, the court can proceed with the case. This could result in a judgment being placed against the business without the owners knowing.
Additionally, by not maintaining a current registered agent, penalties and state fees can be levied against the entity and, in some cases, the owners too. Once an entity is no longer in good standing with the state, the owners may lose their liability protection and are at risk personally.
Should you be your own Illinois registered agent?
While any Illinois resident whether a business owner, LLC member, officer, director, etc., can be a registered agent, some choose not to for a number of reasons. A few of these include:
Privacy – The address of the registered agent becomes public record and is available for anybody to see. This can be especially concerning if someone is doing business on the side, and they don’t want their employer to know about the business. Also, if the business is sued, the notice will be delivered to the address on file. This could mean employees, customers, or even neighbors witnessing the event. There is also the remote possibility of a vindictive litigant or upset customer showing up at your house.
Availability – Illinois requires the registered agent to be available at the principal address during regular business hours. The biggest issue with availability, especially if a home address is used, is if the agent goes on vacation or is otherwise away for some period of time and can’t be reached.
If the Business Expands to Additional Locations – If the business has a physical presence in multiple states (offices, warehouses, employees, etc.), a foreign entity registration will often need to be filed with those states. A registered agent will need to be appointed with a physical address in each state.
Due Date Reminders – Registered agent services provide annual report reminders and updates on any state requirements.
How much does an Illinois registered agent service cost?
Depending on the services provided, a commercial registered agent service typically costs between $100-$150 per year. Northwest Registered Agent is a popular service that charges $125 per year and offers several extras such as document scanning and mail forwarding and Harbor Compliance has a basic service starting at $99.
Some entity formation companies, like IncFile, includes registered agent service at no cost for the first year when you register your corporation or LLC with them.
How can a registered agent be changed in Illinois?
To change a registered agent in Illinois, submit Form BCA 5.10/5.20 – Statement of Change of Registered Agent and/or Registered Office and pay the state filing fee to the Illinois Secretary of State, Department of Business Services.
In addition to the form, the business should update the LLC operating agreement or corporation bylaws with the new registered agent’s information.