A Massachusetts resident agent (also referred to as a registered agent or statutory agent in some states) is a person or company designated to be the official point of contact for a company.
The purpose of a resident agent is to receive service of process (legal mail such as a summons, subpoena, or lawsuit) and forward it to the appropriate person in the company. Resident agents are required by the state for a Massachusetts Limited Liability Company (LLC), corporation, Limited Liability Partnership (LLP), or Limited Partnership (LP), but sole proprietorships and general partnerships do not need one.
Also See: Guide to starting a business in Massachusetts
What are the Requirements of Massachusetts Resident Agents?
The requirements for registered entities to have a Massachusetts resident agent are found in Massachusetts Statutes Chapter 156C, Section 5 (Limited Liability Company)1 and Chapter 156B, Section 49 (corporation)2. , which states that registered entities will have and continuously maintain a resident agent.
In addition to the state legal requirement, if a process server is unsuccessful in reaching the company’s resident agent, the court can proceed with legal proceedings, which could result in a judgment being placed against the business. Additionally, by not maintaining a resident agent, an entity may lose its good standing with the state, and the owners may lose their liability protection.
There are a few requirements to be a resident agent in Massachusetts, which include:
- A Massachusetts resident 18 years or older may be appointed. Alternatively, a registered business entity, such as a resident agent service, may be appointed.
- Having 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 and mail drop services are not allowed to be used since someone has to be available to sign for documents.
- The agent generally being available to receive service of process on behalf of the business during normal business hours, normally between 9 a.m. and 5 p.m.
Why Hire A Massachusetts Resident Agent Service?
Provided that the owner lives in the state of Massachusetts and is generally available at a specific address during normal business hours, they can be the resident agent. While this is the easiest and least expensive option, some business owners choose to hire a resident agent service. The main reasons to do this include:
- Privacy: The resident agent’s name and address are listed on the State of Massachusetts business database. This can be concerning if someone is running a small business on the side and doesn’t want their employer to know about the business. Also, if the business is sued, the notice will be delivered to the registered office address and employees, customers, or even neighbors could witness the event. Last, if the registered office address is the owner’s home address, there is also the remote possibility of a vindictive litigant or upset customer finding the address and showing up at the business owner’s home.
- Availability: Massachusetts requires the resident agent to be available at the registered 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 Outside of Massachusetts: If the business has a physical presence in multiple states outside of Massachusetts (offices, warehouses, employees, etc.), a foreign entity registration will often need to be filed with those states and would require that a resident agent be appointed in each additional state.
- Due Date Reminders: resident agent services often provide annual report reminders and state updates, which is nice to ensure the entity remains in good standing with the state.
How Much Does a Massachusetts Resident Agent Service Cost?
There is no cost for the business owner to be the resident agent. If a commercial resident agent service is hired, expect to spend between $100 and $150 per year, depending on the services that are provided.
Northwest Registered Agent is a popular resident agent service that charges $125 per year and offers several extras, such as document scanning and mail forwarding. It’s also worth noting that some entity formation companies, like Bizee, include a resident agent service at no cost for the first year when you register your corporation or LLC with them.
How Do You Appoint a Massachusetts Resident Agent?
When the formation paperwork is initially filed with the Massachusetts Secretary of the Commonwealth, a resident agent in Massachusetts is appointed.
How Can A Resident Agent Be Changed In Massachusetts?
To change a resident agent in Massachusetts, log into the Massachusetts Secretary of the Commonwealth. In addition to filing this form, the LLC operating agreement or corporation bylaws should be updated to include the new resident agent’s information.
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