Can I be my own registered agent?

Who may serve

An individual Alabama resident, or a domestic entity or foreign entity registered to transact business in Alabama, may serve. The agent must maintain a business office at the same street address as the registered office, and (per Act 2026-495, effective 2026-08-01) may not perform its duties solely through a virtual office or a mail forwarding service. The registered office must be an in-state street address where the agent can be personally served and may not be solely a mailbox service or telephone answering service.

"(b) A registered agent: (1) is an agent of the entity on which may be served any process, notice, or demand required or permitted by law to be served on the entity; (2) may be: (A) an individual who is a resident of this state; or (B) a domestic entity or a foreign entity that is registered to transact business in this state; (3) must maintain a business office at the same address as the entity’s registered office; and (4) may not perform its duties or functions solely through the use of a virtual office, the retention by the agent of a mail forwarding service, or both." — Ala. Code § 10A-1-5.31(b)-(c) (as amended by Act 2026-495, effective Aug. 1, 2026)

If you fail to maintain an agent

• The Secretary of State may revoke a foreign entity's registration if it is without a registered agent or registered office for 60 days or more, or fails to file a statement of change within 60 days; authority to transact business ceases on the date shown on the certificate of revocation (10A-1-7.13(c)). (Ala. Code § 10A-1-7.12(2)-(3))
• A foreign filing entity that fails to register (the same sentence pairs this with failure to appoint and maintain a registered agent) cannot maintain any action or proceeding in Alabama courts until it registers; validity of contracts and the right to defend are unaffected. (Ala. Code § 10A-1-7.22(a))

How you get served anyway

If an entity fails to designate and maintain a registered agent, or the agent cannot with reasonable diligence be served, the entity may be served under the Alabama Rules of Civil Procedure. Alabama has no Secretary-of-State-as-agent mechanism for registered entities; the fallback is the civil procedure rules (and 10A-1-5.36 makes the statutory methods non-exclusive).

"If an entity required by Section 10A-1-5.31 to designate and maintain a registered agent fails to do so, or the registered agent cannot with reasonable diligence be served, the entity may be served with process as provided by the Alabama Rules of Civil Procedure and may be served with any other notice or demand required or permitted by law to be served on the entity in a manner similar to the procedure provided by the Alabama Rules of Civil Procedure for the service of process." — Ala. Code § 10A-1-5.35

Who may serve

A corporation (and an LLC, under materially identical language in AS 10.50.055) must continuously maintain an in-state registered agent and registered office. The agent may be an individual Alaska resident whose business office is the same as the registered office, or a domestic or foreign CORPORATION authorized to transact business in Alaska with the same business office. Note: both the corporation and LLC statutes list only individuals and corporations as eligible agents; LLCs are not listed. Foreign corporations: AS 10.06.753.

"A corporation shall continuously maintain in this state a registered agent and a registered office. The registered office may be the same as the place of business of the corporation. The registered agent may be either an individual resident of this state whose business office is the same as the registered office, or a domestic or foreign corporation authorized to transact business in this state whose business office is the same as the registered office." — Alaska Stat. § 10.06.150 (corporations); § 10.50.055 (LLCs); § 10.06.753 (foreign corporations)

If you fail to maintain an agent

• The commissioner may involuntarily dissolve a corporation (or LLC) that has failed for 30 days to appoint and maintain a registered agent, or failed for 30 days after a change to file a statement of change - after written notice and a 60-day contest/cure window. On issuance of the certificate of involuntary dissolution the entity's existence ceases, and its name becomes available to others six months after dissolution. (Alaska Stat. § 10.06.633(a)(2)-(3), (d) (corporations); § 10.50.408(a)(2)-(3) (LLCs))
• Reinstatement is available only within two years of involuntary dissolution and, where there was cause, requires correcting the failure and paying double the amount delinquent plus the amounts that would have accrued during dissolution (same formula for LLCs, AS 10.50.408(e)). (Alaska Stat. § 10.06.633(e); § 10.50.408(e) (LLCs))
• A foreign corporation's certificate of authority may be revoked by the commissioner for failure to appoint and maintain a registered agent or to file a statement of change after a change of registered office or agent. (Alaska Stat. § 10.06.743(2)-(3))

How you get served anyway

If the entity fails to appoint or maintain a registered agent, or the agent cannot with reasonable diligence be found at the registered office, the commissioner (Department of Commerce) becomes the entity's agent for service; the serving party pays a regulation-set fee and must also send notice and the papers to the entity by certified mail. Identical mechanism for LLCs (AS 10.50.065(b)) and for foreign corporations, including those whose authority is suspended or revoked (AS 10.06.765).

"(b) If a corporation fails to appoint or maintain a registered agent in this state, or if its registered agent cannot, with reasonable diligence, be found at the registered office, the commissioner is an agent of the corporation upon whom the process, notice, or demand may be served. A person may serve the commissioner under this subsection by (1) serving on the commissioner or the designee of the commissioner a copy of the process, notice, or demand, with any papers required by law to be delivered in connection with the service, and a fee established by the department by regulation; ..." — Alaska Stat. § 10.06.175(b); § 10.50.065(b) (LLCs); § 10.06.765 (foreign corporations)

Who may serve

Arizona uses the term 'statutory agent.' A corporation must continuously maintain a known place of business and a statutory agent who may be an Arizona-resident individual, a domestic corporation, an authorized foreign corporation, an Arizona LLC, or an authorized foreign LLC. For LLCs, ARS 29-3115(B) requires the agent to have a place of business or residence in Arizona and allows the same five categories.

"Each corporation shall continuously maintain in this state both: 1. A known place of business that may be the address of its statutory agent. 2. A statutory agent who may be either: (a) An individual who resides in this state. (b) A domestic corporation formed under this title. (c) A foreign corporation authorized to transact business in this state. (d) A limited liability company formed under title 29. (e) A limited liability company authorized to transact business in this state." — Ariz. Rev. Stat. § 10-501 (corporations); § 29-3115(B) (LLCs)

If you fail to maintain an agent

• The Arizona Corporation Commission may administratively dissolve a corporation that is without a statutory agent or known place of business for 60 days or more, or that fails to notify the commission of an agent change or resignation within 60 days (60-day cure window after notice). LLC parallel: no statutory agent for at least 60 consecutive days, or failure to notify within 60 days (29-3708(A)(2), (4)). (Ariz. Rev. Stat. § 10-1420(3)-(4), § 10-1421; § 29-3708(A)(2), (4) (LLCs))
• Name loss: if a dissolved corporation (or LLC) has not applied for reinstatement within six months after the effective date of administrative dissolution, the commission releases the entity's name for use by others. (Ariz. Rev. Stat. § 10-1421(C); § 29-3709(B) (LLCs))
• The commission may revoke a foreign corporation's authority to transact business if it is without a statutory agent or known place of business for 60 days or more, or fails to report an agent change or resignation within 60 days; on revocation the commission becomes the corporation's agent for service of process (10-1531(D)). (Ariz. Rev. Stat. § 10-1530(3)-(4); § 10-1531)
• Reinstatement is available within six years for both corporations (10-1422(A)) and LLCs (29-3709(A)); an LLC must pay all fees and penalties that were due at dissolution and that would have accrued during dissolution, plus a $100 reinstatement application fee (corporations pay the same $100 application fee under 10-122(A)(13)). (Ariz. Rev. Stat. § 29-3709(A), (E); § 10-1422(A); § 10-122(A)(13); § 29-3213(A)(12))

How you get served anyway

Corporations: if the corporation fails to appoint or maintain a statutory agent at the address of record, the Arizona Corporation Commission is the corporation's agent for service; the commission forwards a copy to the known place of business and the corporation gets 30 extra days to respond. LLCs use a different fallback: service by registered or certified mail (or commercial delivery) to the company's principal address, and failing that, by handing a copy to the person in charge of any regular place of business (29-3119(B)-(C)).

"If a corporation fails to appoint or maintain a statutory agent at the address shown on the records of the commission, the commission is an agent of the corporation on whom process, notice or demand may be served. ... the commission shall immediately cause one of the copies of the process, notice or demand to be forwarded by mail, addressed to the corporation at its known place of business. ... If service is made on the commission, whether under this chapter or a rule of court, the corporation has thirty days to respond in addition to the time otherwise provided by law." — Ariz. Rev. Stat. § 10-504(B) (corporations); § 29-3119(B)-(C) (LLCs)

Who may serve

Arkansas governs registered agents across entity types through the cross-entity Model Registered Agents Act (Ark. Code Ann. Title 4, ch. 20). The agent is either a listed 'commercial registered agent' or a 'noncommercial registered agent' - an individual or a domestic or foreign entity that serves in this state. Filings must state an actual street address or rural route box number in Arkansas. The LLC act adds that the agent must have a place of business in this state (4-38-115(c)). No individual-residency requirement appears in the captured text.

"“Noncommercial registered agent” means a person that is not listed as a commercial registered agent under § 4-20-106 and that is: (A) an individual or a domestic or foreign entity that serves in this state as the agent for service of process of an entity ... Whenever this chapter requires that a filing state an address, the filing must state: (1) an actual street address or rural route box number in this state; and (2) a mailing address in this state, if different ..." — Ark. Code Ann. §§ 4-20-102(13), 4-20-104; § 4-38-115 (LLCs)

If you fail to maintain an agent

• The Secretary of State may administratively dissolve a corporation that is without a registered agent for 60 days or more or that fails to report an agent change or resignation within 60 days (60-day cure window after notice, 4-27-1421(b)); an LLC may be administratively dissolved if it does not have a registered agent for 60 consecutive days (4-38-708(a)(3)). (Ark. Code Ann. § 4-27-1420(3)-(4) (corporations); § 4-38-708(a)(3) (LLCs))
• Reinstatement must be sought within two years of administrative dissolution for both corporations and LLCs; an LLC must pay all fees, taxes, interest and penalties that were due and that would have accrued during dissolution, and a corporation's application must include state tax-clearance certificates (4-27-1422(a)(4)). (Ark. Code Ann. § 4-38-709(a)-(b) (LLCs); § 4-27-1422(a) (corporations))
• Name loss: on dissolution (administrative or otherwise) an LLC's name becomes available to other companies, and the dissolved company must use a new name on reinstatement if the prior name was taken. (Ark. Code Ann. § 4-38-708(f))
• The Secretary of State may revoke a foreign corporation's certificate of authority if it is without a registered agent for 60 days or more or fails to file notice of an agent change or resignation within 60 days; on revocation the Secretary of State becomes the corporation's agent for service (4-27-1531(d)). A registered foreign LLC's registration may be terminated if it does not have a registered agent as required by 4-38-115 or fails to file a statement of change within 30 days (4-38-910(a)(3)-(4)). (Ark. Code Ann. § 4-27-1530(3)-(4) (foreign corporations); § 4-38-910(a)(3)-(4) (foreign LLCs))

How you get served anyway

The Model Registered Agents Act fallback is NOT service on the Secretary of State: if an entity has no registered agent, or the agent cannot with reasonable diligence be served, service is made by registered or certified mail addressed to one or more of the entity's governors by name at its principal office; failing that, by handing a copy to the person in charge of any regular place of business (4-20-113(c)). The Secretary of State becomes an entity's agent for service only on revocation of a foreign corporation's certificate of authority (4-27-1531(d)).

"If an entity fails to appoint an agent under this subchapter or if an entity that previously filed a registered agent filing with the Secretary of State no longer has a registered agent, or if its registered agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, addressed to one or more of the governors of the entity by name at its principal office in accordance with any applicable judicial rules and procedures." — Ark. Code Ann. § 4-20-113(b)

Who may serve

California uses the term 'agent for service of process' (never 'registered agent'). For corporations, the agent must be a natural person residing in California or a corporation that has filed a certificate under Corp. Code § 1505 (a § 1505 corporate agent must be authorized to do business in CA and in good standing). LLCs have the identical rule: an individual who is a resident of the state or a § 1505 corporation (Corp. Code § 17701.13(c)). There is no registered-office concept; a natural-person agent lists a complete business or residence street address.

"The statement required by subdivision (a) shall also designate, as the agent of the corporation for the purpose of service of process, a natural person residing in this state or a corporation that has complied with Section 1505 and whose capacity to act as an agent has not terminated. If a natural person is designated, the statement shall set forth that person's complete business or residence street address." — Cal. Corp. Code § 1502(b); accord § 17701.13(c) (LLCs)

If you fail to maintain an agent

• Corporation: failure to file the Statement of Information (the filing that designates the agent for service of process) triggers a delinquency notice; if not cured within 60 days the Secretary of State certifies the corporation to the Franchise Tax Board, which assesses the penalty set by Rev. & Tax. Code § 19141 (amount stated outside this corpus). (Cal. Corp. Code § 2204(a)-(b))
• Corporation: suspension of corporate powers, rights, and privileges for a corporation that fails to file the Statement of Information, has not filed one in the preceding 24 months, and was already certified for penalty - after a 60-day notice period. (Cal. Corp. Code § 2205(a), (c))
• LLC: failure to file the LLC Statement of Information (which designates the agent) draws a $250 penalty if not cured within 60 days of the delinquency notice; a parallel provision (§ 17713.09) routes the Rev. & Tax. Code § 19141 penalty through the Franchise Tax Board. (Cal. Corp. Code § 17713.07(b); see § 17713.09)
• LLC: suspension of the LLC's powers, rights, and privileges for repeated failure to file the Statement of Information (no filing in the preceding 24 months plus a prior penalty certification), after a 60-day notice period. (Cal. Corp. Code § 17713.10(c))

How you get served anyway

If the agent has resigned and not been replaced, cannot with reasonable diligence be found at the designated address, or no agent was ever designated, a court may order that service be made by hand-delivery to the Secretary of State; service is deemed complete on the 10th day after delivery. The identical mechanism applies to LLCs (§ 17701.16(c)). The SOS then forwards the process to the entity by registered mail.

"If an agent for the purpose of service of process has resigned and has not been replaced or if the agent designated cannot with reasonable diligence be found at the address designated ... or if no agent has been designated, and it is shown by affidavit to the satisfaction of the court that process against a domestic corporation cannot be served with reasonable diligence upon the designated agent ... the court may make an order that the service be made upon the corporation by delivering by hand to the Secretary of State ... Service in this manner is deemed complete on the 10th day after delivery of the process to the Secretary of State." — Cal. Corp. Code § 1702(a); accord § 17701.16(c) (LLCs)

Who may serve

Unified rule for ALL Colorado entity types (Title 7, Article 90, Part 7): the registered agent must be (a) an individual 18 or older whose primary residence or usual place of business is in Colorado (from July 1, 2025, residency must be shown by a Colorado driver's license/ID or otherwise verified with the secretary of state), (b) a domestic entity in good standing with a usual place of business in Colorado, or (c) a foreign entity authorized and in good standing with a usual place of business in Colorado. An entity in good standing with a usual place of business in the state may serve as its own registered agent (7-90-701(2)).

"Every domestic entity for which a constituent filed document is on file in the records of the secretary of state and every foreign entity authorized to transact business or conduct activities in this state shall continuously maintain in this state a registered agent that is: (a)(I) An individual who is eighteen years of age or older and whose primary residence or usual place of business is in this state. ... (b) A domestic entity in good standing ... having a usual place of business in this state; or (c) A foreign entity authorized ... in good standing ... (2) An entity in good standing as listed in the secretary of state's records and having a usual place of business in this state may serve as its own registered agent." — C.R.S. § 7-90-701(1)-(2)

If you fail to maintain an agent

• Declaration of delinquency: an entity that does not comply with Part 7 (registered agents and service of process) may be declared delinquent by the secretary of state; the entity becomes delinquent 60 days after the secretary's determination unless it cures. (C.R.S. § 7-90-901(1)(c); § 7-90-902(1)(a))
• A delinquent entity cannot maintain a court proceeding in Colorado to collect its debts until it cures the delinquency; courts may stay proceedings while delinquency is determined. (C.R.S. § 7-90-903(1))
• A domestic entity delinquent for three years or more may be dissolved under § 7-90-908 (a manager files a statement of dissolution of delinquent entity after 30 days' notice to owners); the dissolved entity continues only to wind up. Note: Colorado's entity existence otherwise continues despite delinquency (7-90-903(4)). (C.R.S. § 7-90-903(5); § 7-90-908)
• Colorado repealed formal revocation of foreign authority (§ 7-90-808 '(Repealed)'); a foreign entity that fails to maintain a registered agent is instead declared delinquent on the same Part 7 ground, with cure available by compliance or by filing a statement of foreign entity withdrawal (7-90-904(2)). (C.R.S. § 7-90-901(2)(c); see § 7-90-808 (repealed))

How you get served anyway

No service on the secretary of state. If the entity has no registered agent, or the agent is not at the registered agent address or cannot with reasonable diligence be served, the entity may be served directly by registered or certified mail, return receipt requested, at its principal address; service is perfected at the earliest of actual receipt, the signed return-receipt date, or five days after mailing.

"If an entity that is required to maintain a registered agent pursuant to this part 7 has no registered agent, or if the registered agent is not located under its registered agent name at its registered agent address, or if the registered agent cannot with reasonable diligence be served, the entity may be served by registered mail or by certified mail, return receipt requested, addressed to the entity at its principal address. Service is perfected under this subsection (2) at the earliest of: (a) The date the entity receives the process ...; (b) The date shown on the return receipt, if signed on behalf of the entity; or (c) Five days after mailing." — C.R.S. § 7-90-704(2)

Who may serve

A corporation must continuously maintain a registered office and a registered agent at that office; the agent may be a resident natural person, a domestic corporation, an authorized foreign corporation, a domestic or registered foreign LLC, a domestic or authorized foreign registered LLP, or a domestic or registered foreign statutory trust. The LLC act mirrors this list (§ 34-243n(b)) and adds that the agent must have a place of business in the state (§ 34-243n(e)). A foreign corporation or foreign LLC may instead appoint the Secretary of the State as its agent (§ 33-660(b); § 34-243n(c)(1)).

"(1) A registered office that may be the same as any of its places of business; and (2) a registered agent at such registered office, who may be: (A) A natural person who is a resident of this state; (B) a domestic corporation; (C) a foreign corporation which has procured a certificate of authority to transact business or conduct its affairs in this state; (D) a domestic limited liability company; (E) a limited liability company not organized under the laws of this state and which has procured a certificate of registration ...; (F) a domestic registered limited liability partnership; ... (H) a domestic statutory trust ..." — Conn. Gen. Stat. § 33-660(a); accord § 34-243n(b), (e) (LLCs)

If you fail to maintain an agent

• Corporation: if the Secretary of the State learns a corporation has failed to maintain a registered agent (or the agent cannot with reasonable diligence be found at the address of record), the Secretary notifies the corporation by electronic mail; unless it files an appointment of registered agent within three months, the Secretary files a certificate of administrative dissolution. (Conn. Gen. Stat. § 33-890(c); effect: § 33-891)
• LLC: parallel 'dissolution by forfeiture' - a delinquent LLC that has failed to maintain a registered agent gets electronic-mail notice; unless it files an appointment of a registered agent within three months, the Secretary files a certificate of dissolution by forfeiture. The dissolved LLC continues only to wind up or apply for reinstatement. (Conn. Gen. Stat. § 34-267g(c); effect: § 34-267g(f))
• Foreign corporation: being without a registered agent or registered office for 60 days or more (or failing to notify the Secretary of an agent change/resignation within 60 days) is a ground to revoke its certificate of authority to transact business. (Conn. Gen. Stat. § 33-935)
• Reinstatement after administrative dissolution requires payment of all penalties and forfeitures plus a reinstatement fee ($150 corporate application for reinstatement, § 33-617(a)(15); $120 LLC certificate of reinstatement, § 34-243u(a)(11)), a current annual report, tax-clearance statements (corporations), and an appointment of a registered agent. (Conn. Gen. Stat. § 33-892(a); fees: § 33-617(a)(15), § 34-243u(a)(11); LLC: § 34-267b(b)(3))

How you get served anyway

No court order needed: if the entity has no registered agent, or the agent cannot with reasonable diligence be served, the corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary of the corporation at its principal office (LLCs: addressed to the company at its principal office, or by similar commercial delivery service). Service is effective at the earliest of receipt, the signed return-receipt date, or five days after deposit in the mail.

"If a corporation has no registered agent, or the agent cannot with reasonable diligence be served, the corporation may be served by any proper officer or other person lawfully empowered to make service by sending a true and attested copy of the process, notice or demand by registered or certified mail, return receipt requested, addressed to the secretary of the corporation at its principal office. Service is effective under this subsection at the earliest of: (1) The date the corporation receives the mail; (2) the date shown on the return receipt, if signed on behalf of the corporation; or (3) five days after its deposit in the United States mail ..." — Conn. Gen. Stat. § 33-663(b); accord § 34-243r(c) (LLCs)

Who may serve

Every corporation must maintain a registered agent, which may be: the corporation itself, an individual resident of Delaware, a domestic entity, or a foreign entity (which must be authorized to transact business in Delaware). The agent must be generally present (individual) or keep a generally open business office (entity) at the registered office frequently enough to accept service, and may NOT operate solely through a virtual office or mail-forwarding service (§ 132(b)(2)). Agents serving more than 50 entities are 'commercial registered agents' with extra requirements (Delaware business license, normal-business-hours presence, § 132(c)). The LLC Act is parallel: the LLC itself, a Delaware-resident individual, or a domestic/foreign entity (6 Del. C. § 18-104(a)(2)).

"(a) Every corporation shall have and maintain in this State a registered agent, which agent may be any of: (1) The corporation itself; (2) An individual resident in this State; (3) A domestic corporation (other than the corporation itself), a domestic partnership ..., a domestic limited liability company or a domestic statutory trust; or (4) A foreign corporation, a foreign limited liability partnership, a foreign limited partnership ..., a foreign limited liability company or a foreign statutory trust. ... (b)(2) A registered agent may not perform its duties or functions solely through the use of a virtual office, the retention by the agent of a mail forwarding service, or both." — 8 Del. C. § 132(a), (b); accord 6 Del. C. § 18-104(a) (LLCs)

If you fail to maintain an agent

• Charter forfeiture: when a registered agent resigns without a successor, a domestic corporation has 30 days after the certificate of resignation is filed to designate a new agent; failing that, the Secretary of State declares the charter forfeited. (Same 30-day forfeiture if the agent is enjoined by the Court of Chancery, § 132(f)(4).) (8 Del. C. § 136(b); see § 132(f)(4))
• A foreign corporation that fails to designate a new registered agent within the same 30-day window after its agent resigns forfeits its qualification/authority to do business in Delaware. (8 Del. C. § 136(b); see § 132(f)(4))
• LLC certificate cancellation: if an LLC fails to designate a new registered agent within 30 days after its agent files a certificate of resignation without a successor, the LLC's certificate of formation is canceled (foreign LLCs lose permission to do business and have their registration canceled, § 18-104(i)(4)). (6 Del. C. § 18-104(d); see § 18-104(i)(4))
• Annual-report failure (the registered agent forwards the annual report, § 132(b)(1)d.): neglect, refusal or failure to file a complete annual franchise tax report by March 1 adds a $200 penalty collected as part of the franchise tax; one year's nonpayment/nonfiling voids the charter (§ 510) and blocks certificates of good standing (§ 502(f)). (8 Del. C. § 502(c); see §§ 510, 502(f))

How you get served anyway

If process cannot with due diligence be served on any officer, director or the registered agent (or at the registered office/place of business), it may be served on the Secretary of State, which is as effectual as personal service; the SOS forwards it to the corporation by mail/courier with delivery receipt, and the plaintiff pays the SOS $50 (taxed as costs if the plaintiff prevails). The same mechanism applies after an unreplaced agent resignation (§ 136(c)) and while an annual-report default continues or when the agent dies, resigns, refuses to act, leaves the state or cannot be found (§ 502(d)). LLCs: identical fallback with the same $50 fee (6 Del. C. § 18-105(b)).

"In case the officer whose duty it is to serve legal process cannot by due diligence serve the process in any manner provided for by subsection (a) of this section, it shall be lawful to serve the process against the corporation upon the Secretary of State, and such service shall be as effectual for all intents and purposes as if made in any of the ways provided for in subsection (a) of this section. ... It shall be the duty of the plaintiff in the event of such service to serve process and any other papers in duplicate, to notify the Secretary of State that service is being effected pursuant to this subsection, and to pay the Secretary of State the sum of $50 for the use of the State ..." — 8 Del. C. § 321(b) [effective until Aug. 1, 2026]; see §§ 136(c), 502(d); 6 Del. C. § 18-105(b) (LLCs)

Who may serve

DC Code Title 29 ch. 1 (hub for all entity types) requires every domestic filing entity, domestic LLP, and registered foreign entity to maintain a registered agent in the District. The agent may be a commercial registered agent, or a noncommercial registered agent: an individual or entity serving in the District, an individual designated by office/position in the entity itself, or a DC Bar member with a DC office. Required addresses must be a street address in the District (sec. 29-104.03).

"“Noncommercial registered agent” means a person that is not a commercial registered agent and is: (A) An individual or domestic or foreign entity that serves in the District as the registered agent of an entity; (B) An individual who holds the office or other position in an entity who is designated as the registered agent pursuant to § 29-104.04(a)(2)(B); or (C) A member in good standing of the District of Columbia Bar who maintains an office in the District of Columbia." — D.C. Code sec. 29-101.02(28); sec. 29-104.02; sec. 29-104.03

If you fail to maintain an agent

• Being without a registered agent in the District for 60 days is a ground for administrative dissolution of a domestic filing entity; the Mayor gives notice and dissolves if not cured within 60 days. (D.C. Code sec. 29-106.01(3); sec. 29-106.02(b))
• The Mayor may terminate a registered foreign entity's registration for not having a registered agent, or for not filing a statement of change within 30 days after the agent's name or address changes. (D.C. Code sec. 29-105.11(a)(3)-(4))
• Failure to designate and maintain a registered agent is itself a civil-fine offense; amounts are set by Mayor's rules under Title 2, not stated in Title 29. (D.C. Code sec. 29-101.06(a)(5))
• To be reinstated after administrative dissolution the entity must pay all fees and penalties due at dissolution plus all that would have accrued while dissolved (amounts set administratively, not in the statute). (D.C. Code sec. 29-106.03(b))
• A foreign entity whose registration lapses (including termination for registered-agent failure) doing business in the District cannot maintain an action or proceeding there until registered. (D.C. Code sec. 29-105.02(b))

How you get served anyway

Two fallbacks: (1) if the entity ceases to have a registered agent or the agent cannot with reasonable diligence be served, service by registered/certified mail to the entity's principal office; and (2) if the entity fails to maintain an agent and the server files a declaration that the agent cannot be found, the Mayor becomes the entity's agent for service and forwards a copy to the entity.

"If an entity fails to designate or maintain a registered agent in the District as required by law, or if an entity’s registered agent in the District cannot with reasonable diligence be found, and if the person seeking service submits a declaration under penalty of making false statements showing that a registered agent for the entity cannot be found, the Mayor shall be an agent of the entity upon whom any process against the entity may be served ... the Mayor shall immediately cause one of the copies to be forwarded by registered or certified mail to the entity at its principal office or at its last known address." — D.C. Code sec. 29-104.12(b), (d)

Who may serve

Both the corporation act (ch. 607) and LLC act (ch. 605) require a registered office plus a registered agent who is either (1) an individual who resides in Florida, (2) another domestic 'authorized entity' (for LLCs defined as a for-profit corporation, LLC, LLP, or LP), or (3) a foreign entity authorized to transact business in Florida that is an authorized entity - in every case with a business address identical to the registered office.

"Each corporation shall designate and continuously maintain in this state: (a) A registered office, which may be the same as its place of business in this state; and (b) A registered agent, which must be: 1. An individual who resides in this state whose business address is identical to the address of the registered office; 2. Another domestic entity that is an authorized entity and whose business address is identical to the address of the registered office; or 3. A foreign entity authorized to transact business in this state which is an authorized entity and whose business address is identical to the address of the registered office." — Fla. Stat. sec. 607.0501(1); sec. 605.0113(1), (6)

If you fail to maintain an agent

• Failure to appoint and maintain a registered agent and registered office is a ground for administrative dissolution of a corporation (and of an LLC under sec. 605.0714(1)(c)); the department gives notice and dissolves if not corrected within 60 days. (Fla. Stat. sec. 607.1420(1)(c), (4); sec. 605.0714(1)(c))
• A corporation (or LLC under sec. 605.0113(5)) may not prosecute or maintain an action in a Florida court until it complies with the registered agent requirement and, to the extent ordered by a court, pays a penalty of $5 per day of noncompliance capped at $500; a court may stay the proceeding. (Fla. Stat. sec. 607.0501(6)-(7); sec. 605.0113(5))
• An entity that owns Florida real property or a mortgage on it, or transacts business in Florida, and fails to maintain a registered office and agent is liable to the state for $500 per year (forgiven on compliance), can be ordered by a court to appoint one, faces up to $1,000 per day for violating such an order, and may not defend actions brought by the Department of Legal Affairs or other state agencies until it complies. (Fla. Stat. sec. 607.0505(1)(b))
• Failure of a foreign corporation to appoint and maintain a registered agent is a ground for revocation of its certificate of authority; the parallel foreign-LLC provisions are in ch. 605. (Fla. Stat. sec. 607.1530(1)(c), (4))
• Reinstatement after administrative dissolution requires submitting all fees and penalties then owed; the filing fee for a corporation's application for reinstatement is $600 (LLC: $100), and the application must be signed by both the registered agent and an officer/director. (Fla. Stat. sec. 607.1422(1); sec. 607.0122(13); sec. 605.0213(6))

Who may serve

A Georgia corporation's registered agent may be a Georgia-resident individual, a domestic corporation/nonprofit/LLC, or a foreign corporation/nonprofit/LLC authorized to transact business in Georgia, in each case with a business office identical to the registered office. For LLCs, O.C.G.A. 14-11-209(b) similarly allows an individual resident, a corporation, another LLC, or an authorized foreign corporation or foreign LLC.

"Each corporation must continuously maintain in this state: (1) A registered office that may be the same as any of its places of business; and (2) A registered agent, who may be: (A) A person who resides in this state and whose business office is identical with the registered office; (B) A domestic corporation, nonprofit domestic corporation, or domestic limited liability company whose business office is identical with the registered office; or (C) A foreign corporation, nonprofit foreign corporation, or foreign limited liability company authorized to transact business in this state whose business office is identical with the registered office." — O.C.G.A. sec. 14-2-501; sec. 14-11-209(a)-(b)

If you fail to maintain an agent

• Being without a registered agent or registered office for 60 days or more, or failing to notify the Secretary of State of an agent change/resignation within 60 days, is a ground for administrative dissolution of a corporation (60-day cure after notice); LLCs face the same under sec. 14-11-603(b)(1)(B)-(C). (O.C.G.A. sec. 14-2-1420(3)-(4); sec. 14-11-603(b)(1)(B)-(C))
• A foreign corporation without a registered agent or registered office in Georgia for 60 days or more, or failing to inform the Secretary of State of agent changes within 60 days, may have its certificate of authority revoked; after revocation the Secretary of State is its agent for service on pre-revocation causes of action. (O.C.G.A. sec. 14-2-1530(3)-(4); sec. 14-2-1531(d))
• A corporation or LLC administratively dissolved may apply for reinstatement within five years, accompanied by a $250 reinstatement fee and a statement that all taxes have been paid. (O.C.G.A. sec. 14-2-1422(a); sec. 14-2-122(12); sec. 14-11-603(b)(4); sec. 14-11-1101(a)(16))
• A foreign corporation transacting business in Georgia without a certificate of authority (the state into which a revoked corporation falls) may not maintain a proceeding in any Georgia court until it obtains one, and is liable for the $500 civil penalty of sec. 14-2-122. (O.C.G.A. sec. 14-2-1502(a)-(b))
• The fee schedule fixes a $500 civil penalty for a foreign corporation transacting business in Georgia without a certificate of authority. (O.C.G.A. sec. 14-2-122(10))

How you get served anyway

Georgia splits the fallback by entity type. Domestic corporations: no Secretary-of-State service - if there is no registered agent or the agent cannot with reasonable diligence be served, service is by registered/certified mail or statutory overnight delivery to the corporation's secretary at its principal office (sec. 14-2-504(b)). Foreign corporations: mail to the CEO/CFO/secretary at the principal office plus a copy to the Secretary of State with a $10 fee (sec. 14-2-1510(b)). LLCs: the Secretary of State becomes the agent for service when the company fails to appoint or maintain an agent or the agent cannot be found at the registered office.

"Whenever a limited liability company shall fail to appoint or maintain a registered agent in this state or whenever its registered agent cannot with reasonable diligence be found at the registered office, then the Secretary of State shall be an agent of such limited liability company upon whom any process, notice, or demand may be served. ... The plaintiff or his or her attorney shall certify in writing to the Secretary of State that the limited liability company failed either to maintain a registered office or appoint a registered agent in this state and that he or she has forwarded by registered or certified mail or statutory overnight delivery such process, notice, or demand to the most recent registered office ..." — O.C.G.A. sec. 14-2-504(b); sec. 14-2-1510(b); sec. 14-11-209(f)

Who may serve

Hawaii uses a standalone Registered Agents Act (HRS ch. 425R, Model Registered Agents Act) for appointment mechanics across entity types. The corporation act and LLC act each require continuous maintenance of a registered agent with a business address in the State who may be: an individual resident of the State, a domestic entity authorized to transact business there, or a foreign entity authorized to transact business there. Filings must state an actual street address or rural route box number in the State (sec. 425R-3).

"Each corporation shall continuously maintain in this State a registered agent, who shall have a business address in this State and may be: (1) An individual who resides in this State; (2) A domestic entity authorized to transact business or conduct affairs in this State; or (3) A foreign entity authorized to transact business or conduct affairs in this State." — HRS sec. 414-61; sec. 428-107; sec. 425R-3

If you fail to maintain an agent

• Failure to appoint and maintain an agent for service of process, or to file a statement of change in the agent's name, is a ground for administrative dissolution of a corporation (60-day cure after mailed notice); for LLCs the parallel remedy is administrative termination under sec. 428-809(3). (HRS sec. 414-401(3)-(4); sec. 428-809(3)-(4))
• Failure of a foreign corporation (or foreign LLC under sec. 428-1006(a)(1)(C)) to appoint and maintain an agent for service of process is a ground for revocation of its certificate of authority, with a 60-day notice-and-cure period. (HRS sec. 414-461(1)(C); sec. 428-1006(a)(1)(C))
• Reinstatement must be sought within two years and requires all overdue reports, payment of all delinquent fees and penalties, and a tax-clearance writing from the tax department; the LLC reinstatement application fee is $25. (HRS sec. 414-403(a); sec. 428-811(a); sec. 428-1301(a)(7))
• An administratively terminated LLC continues only temporarily to wind up and then ceases existence upon completion of winding up; administrative dissolution/termination does not terminate the registered agent's authority. (HRS sec. 428-810(c)-(d); sec. 414-402(c)-(d))
• A foreign corporation or foreign LLC transacting business in Hawaii without a certificate of authority (the state a revoked entity falls into) may not maintain a proceeding/action in any Hawaii court until it obtains one, and is liable for all fees and penalties it would have owed. (HRS sec. 414-432(a), (d); sec. 428-1008(a), (e))

How you get served anyway

Cascade in the entity codes: service may be made on the registered agent, officer, or director (for LLCs: agent, manager, or member); if none can be found, on the manager/superintendent or any person in charge of the entity's property, business, or office; and if no such person can be found in the State and no registered agent is on file (or the named agent is not found), by registered or certified mail, return receipt requested, to the entity's principal office. Perfection dates mirror the mail rules (receipt, signed return receipt, or 5 days after deposit).

"If no officer, director, manager, superintendent, or other person in charge of the property, business, or office of the corporation can be found within the State, and the corporation has not filed with the department director, pursuant to this chapter, the name of a registered agent upon whom legal notice and process from the courts of the State may be served, or the person named is not found within the State, service may be made upon the corporation by registered or certified mail, return receipt requested, addressed to the corporation at its principal office." — HRS sec. 414-64(a)-(c); sec. 428-110(a)-(c); sec. 414-440(b) (foreign corporations)

Who may serve

Idaho's unified entity code (Idaho Registered Agent of Entity Act, Title 30 ch. 21 part 4) states no residency requirement. The agent may be a commercial registered agent, a noncommercial registered agent (an individual or a domestic or foreign entity that serves in Idaho as agent), or the holder of a designated office or position with the entity. Any address stated in a registered agent filing must be a street address in Idaho (Idaho Code § 30-21-403).

""Noncommercial registered agent" means a person that is not a commercial registered agent and is: (A) An individual or domestic or foreign entity that serves in this state as the registered agent of an entity; or (B) An individual who holds the office or other position in an entity which is designated as the registered agent pursuant to section 30-21-404(a)(2)(B), Idaho Code." — Idaho Code § 30-21-102(29)

If you fail to maintain an agent

• A domestic filing entity without a registered agent for 60 consecutive days (or that fails to notify the Secretary of State of an agent change or resignation within 60 days) may be administratively dissolved; it then continues only to wind up or apply for reinstatement. (Idaho Code § 30-21-601)
• A registered foreign entity's registration may be terminated by the Secretary of State for not having a registered agent or for failing to file a statement of change within 30 days of a change in the agent's name or address. (Idaho Code § 30-21-511(a))
• A foreign filing entity or foreign LLP doing business in Idaho cannot maintain an action or proceeding in Idaho courts unless it is registered - the downstream consequence once a registration is terminated for registered agent failure. (Idaho Code § 30-21-502(b))
• Reinstatement after administrative dissolution (available up to 10 years) requires paying all back fees, taxes, interest and penalties, plus a $30 application fee under Idaho Code § 30-21-214(b)(27). (Idaho Code § 30-21-603(b))

How you get served anyway

Idaho does not use service on the Secretary of State. If the entity has no registered agent or the agent cannot be served with reasonable diligence, service is made by registered or certified mail (or similar commercial delivery) to the entity's principal office, effective at the earliest of receipt, the signed return-receipt date, or 5 days after deposit. If that also fails, a copy may be handed to the individual in charge of any regular place of business (30-21-412(c)).

"If a represented entity ceases to have a registered agent, or if its registered agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, or by similar commercial delivery service, addressed to the entity at the entity's principal office. ... Service is effected under this subsection on the earliest of: (1) The date the entity receives the mail or delivery by the commercial delivery service; (2) The date shown on the return receipt, if signed by the entity; or (3) Five (5) days after its deposit with the United States postal service or commercial delivery service, if correctly addressed and with sufficient postage or payment." — Idaho Code § 30-21-412(b)

Who may serve

For corporations, the agent must be either an individual resident of Illinois whose business office is identical with the registered office, or a domestic or foreign corporation, LLC, LP, or LLP authorized to transact business in Illinois whose statement of purpose authorizes it to act as agent. The LLC Act parallel (805 ILCS 180/1-35(a)) requires the agent to be 'an individual resident of this State or other person authorized to transact business in this State.'

"A registered agent, which agent may be either an individual, resident in this State, whose business office is identical with such registered office, or a domestic or foreign corporation, limited liability company, limited partnership, or limited liability partnership authorized to transact business in this State that is authorized by its statement of purpose to act as such agent, having a business office identical with such registered office." — 805 ILCS 5/5.05(b)

If you fail to maintain an agent

• Failure to appoint and maintain a registered agent is an express ground for administrative dissolution of a domestic corporation (after a Notice of Delinquency and a 90-day cure window under 805 ILCS 5/12.40). (805 ILCS 5/12.35(e))
• The LLC Act carries the same ground: an Illinois LLC that fails to appoint and maintain a registered agent may be administratively dissolved (60-day cure window after the notice of delinquency under 805 ILCS 180/35-30(b)). (805 ILCS 180/35-25(3))
• A foreign corporation's authority to transact business in Illinois may be revoked for failure to appoint and maintain a registered agent. (805 ILCS 5/13.50(e))
• A foreign LLC's admission may be revoked if it fails to appoint and maintain a registered agent within 60 days after its agent's notice of resignation. (805 ILCS 180/45-35(a)(1)(B))
• An LLC that fails to appoint and maintain a registered agent within 60 days of notification of a resignation is declared delinquent and not in good standing, exposing it to a $100 penalty plus $100 for each additional year of delinquency, filing blocks, and a not-in-good-standing flag. (805 ILCS 180/50-15)
• A foreign corporation transacting business without authority (including after revocation for registered agent failure) may not maintain a civil action in Illinois courts until authority is obtained; the LLC Act parallel is 805 ILCS 180/45-45(a). (805 ILCS 5/13.70(a))
• Reinstatement after administrative dissolution requires filing all overdue reports, paying all fees, franchise taxes, and penalties then due, plus a $200 reinstatement application fee ($200 for LLCs as well, 805 ILCS 180/50-10(b)(12)). (805 ILCS 5/15.10(p))

How you get served anyway

The Secretary of State is irrevocably appointed as agent for service whenever the entity fails to appoint or maintain a registered agent, or the agent cannot with reasonable diligence be found at the registered office. Service is made on the Secretary of State with a fee, plus registered/certified mail notice to the entity. The LLC Act parallel is 805 ILCS 180/1-50(b).

"The Secretary of State shall be irrevocably appointed as an agent of a domestic corporation or of a foreign corporation having authority upon whom any process, notice or demand may be served: (1) Whenever the corporation shall fail to appoint or maintain a registered agent in this State, or (2) Whenever the corporation's registered agent cannot with reasonable diligence be found at the registered office in this State ..." — 805 ILCS 5/5.25(b)

Who may serve

Indiana's Uniform Business Organizations Code (IC 23-0.5-4) states no residency requirement: the agent must be an individual, a general partnership, a domestic filing entity, or a registered foreign entity. Any address stated in a registered agent filing must be a street address in Indiana (IC 23-0.5-4-2).

"A registered agent must be an individual, a general partnership, a domestic filing entity, or a registered foreign entity." — IC 23-0.5-4-3(a)

If you fail to maintain an agent

• A domestic filing entity without a registered agent for 60 consecutive days, or that fails to notify the Secretary of State within 60 days of an agent change, resignation, or office discontinuance, may be administratively dissolved (60-day cure window after notice under IC 23-0.5-6-2). (IC 23-0.5-6-1)
• A registered foreign entity's registration may be revoked for not having a registered agent or for failing to file a statement of change within 30 days of a change in the agent's name or address; upon revocation the Secretary of State becomes the entity's agent for service (IC 23-0.5-5-11(e)). (IC 23-0.5-5-11(a))
• A foreign entity doing business in Indiana may not maintain an action or proceeding in Indiana unless registered - the downstream consequence once registration is revoked for registered agent failure. (IC 23-0.5-5-2(b))
• A foreign entity transacting business in Indiana without a certificate of authority is liable for a civil penalty of up to $10,000, collectible by the attorney general. (IC 23-0.5-5-2(f))
• Reinstatement requires paying all back fees, taxes, interest and penalties, a certificate of clearance from the department of state revenue, plus a $20 (electronic) or $30 (paper) application fee under IC 23-0.5-9-42. (IC 23-0.5-6-3(d))

How you get served anyway

If a represented entity ceases to have a registered agent, or the agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail (or similar commercial delivery) to its principal office; if that fails, by handing a copy to the individual in charge of any regular place of business. Separately, revocation of a foreign registration appoints the Secretary of State as the entity's agent for service (IC 23-0.5-5-11(e)) with a $10 fee (IC 23-0.5-9-56).

"If a represented entity ceases to have a registered agent, or if its registered agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, or by similar commercial delivery service, addressed to the entity at the entity's principal office. ... Service is effective under this subsection on the earliest of: (1) the date the entity receives the mail or delivery by the commercial delivery service; (2) the date shown on the return receipt, if signed by the entity; or (3) five (5) days after its deposit with the United States Postal Service or commercial delivery service, if correctly addressed and with sufficient postage or payment." — IC 23-0.5-4-10(b)

Who may serve

For corporations, the agent must be an Iowa-resident individual whose business office is identical with the registered office, or a domestic or foreign corporation or eligible entity with an identical business office (foreign entities must be registered in Iowa). The LLC Act is looser: the agent need only 'have a place of business in this state' (Iowa Code § 489.115(2)).

"A registered agent, which may be any of the following: (1) An individual who resides in this state and whose business office is identical with the registered office. (2) A domestic or foreign corporation or eligible entity whose business office is identical with the registered office and, in the case of a foreign corporation or foreign eligible entity, is registered to do business in this state." — Iowa Code § 490.501(1)(b)

If you fail to maintain an agent

• A corporation without a registered agent or registered office for 60 days or more, or that fails to notify the Secretary of State of an agent change, resignation, or office discontinuance within 60 days, may be administratively dissolved (60-day cure window after notice under Iowa Code § 490.1421). (Iowa Code § 490.1420)
• The LLC Act carries the same grounds: an LLC without a registered agent (or whose agent has no Iowa place of business) for 60 days or more, or that fails to give 60-day notice of agent changes, may be administratively dissolved. (Iowa Code § 489.708)
• A registered foreign corporation's registration may be administratively terminated for being without a registered agent or registered office for 60 days or more, or for failing to give 60-day notice of agent changes; the LLC parallel is Iowa Code § 489.911(1)(c)-(d). (Iowa Code § 490.1511(1))
• A foreign corporation doing business in Iowa cannot maintain a proceeding in any Iowa court until registered - the downstream consequence once registration is terminated for registered agent failure. The LLC parallel is Iowa Code § 489.902(2). (Iowa Code § 490.1502(2))
• Reinstatement may be sought at any time after administrative dissolution for a $5 application fee (corporation and LLC alike); a name change is required if more than 5 years have passed and the old name is no longer available. (Iowa Code § 490.122(1)(s))

How you get served anyway

If a corporation has no registered agent or the agent cannot with reasonable diligence be served, service is by registered or certified mail addressed to the secretary at the corporation's principal office; if service still cannot be perfected (or the foreign registration was withdrawn or terminated), the Secretary of State becomes the corporation's agent for service, with a $5 fee (Iowa Code § 490.122(2)). The LLC Act (Iowa Code § 489.119(2)-(3)) uses mail to the principal office and then hand delivery to the individual in charge of a regular place of business, with no SOS-as-agent step.

"2. If a corporation has no registered agent, or the agent cannot with reasonable diligence be served, the corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary at the corporation's principal office. ... 3. a. The secretary of state shall be an agent of the corporation upon whom process, notice, or demand may be served, if any of the following applies: (1) The process, notice, or demand cannot be served on a corporation pursuant to subsection 1 or 2. (2) The process, notice, or demand is to be served on a registered foreign corporation that has withdrawn its registration pursuant to section 490.1507 or 490.1509, or the registration of which has been terminated pursuant to section 490.1511." — Iowa Code § 490.504

Who may serve

Kansas uses the term 'resident agent.' Under the Business Entity Standard Treatment (BEST) Act, every covered entity must maintain a resident agent, which may be the entity itself, an individual resident of Kansas, a domestic entity (corporation, LP, LLP, LLC, or business trust), or a foreign entity of those types. A domestic-entity agent must be in good standing and keep a business office identical with the registered office that is generally open; an individual agent must be generally present at a designated Kansas location at sufficiently frequent times to accept service of process (K.S.A. 17-7925(b)). A foreign-entity agent must be authorized to transact business in Kansas.

"(a) Every covered entity shall have and maintain in this state a resident agent, which agent may be either: (1) The covered entity itself; (2) an individual resident in this state; (3) a domestic corporation, a domestic limited partnership, a domestic limited liability partnership, a domestic limited liability company or a domestic business trust; or (4) a foreign corporation, a foreign limited partnership, a foreign limited liability partnership, a foreign limited liability company or a foreign business trust." — K.S.A. 17-7925(a)-(b)

If you fail to maintain an agent

• If the resident agent dies or moves from the registered office and the entity does not designate a new agent within 30 days, the Secretary of State, after 30 days notice, may declare the entity's public organic document forfeited. (K.S.A. 17-7926(b))
• If the resident agent resigns without a successor and the entity fails to designate a new agent within 60 days of the resignation filing, the Secretary of State shall declare the entity's organizing documents forfeited. (K.S.A. 17-7929(b))
• For a foreign entity that fails to designate a new resident agent after the agent's death or move, the Secretary of State may declare the foreign entity's authority to do business in Kansas forfeited. (K.S.A. 17-7926(b))
• Revival after forfeiture requires filing all past-due business entity information reports for the preceding 10 years and paying all fees and penalties due (no dollar amounts stated in the captured statutes). (K.S.A. 17-7002(g))

How you get served anyway

After a resident agent's resignation becomes effective with no successor designated, service of legal process on the entity is made upon the Secretary of State in the manner prescribed by K.S.A. 60-304. Similarly, if the agent dies or moves and no new agent is designated within 30 days, service may be made as prescribed by K.S.A. 60-304 (17-7926(b)).

"After the resignation of the resident agent shall have become effective, as provided in subsection (a), and if no new resident agent shall have been obtained and designated in the time and manner provided for in subsection (b), service of legal process against the covered entity ... for which the resigned resident agent had been acting shall thereafter be upon the secretary of state in the manner prescribed by K.S.A. 60-304, and amendments thereto." — K.S.A. 17-7929(c)

Who may serve

Under the Kentucky Business Entity Filing Act (KRS ch. 14A, which governs registered agents for all entity types), the registered agent must be either an individual who resides in Kentucky whose business address is identical with the registered office, or an entity or foreign entity qualified to transact business in Kentucky whose business address is identical with the registered office. The requirement does not apply to general partnerships that are not LLPs, old-act limited partnerships, or rural electric/telephone cooperatives (KRS 14A.4-010(4)-(7)).

"(b) A registered agent, who may be: 1. An individual who resides in this Commonwealth and whose business address is identical with the registered office; or 2. An entity or foreign entity qualified to transact business in this Commonwealth whose business address is identical with the registered office." — KRS 14A.4-010(1)(b)

If you fail to maintain an agent

• The Secretary of State may administratively dissolve an entity that is without a registered office or registered agent for 60 days or more, or that fails to notify the Secretary of State within 60 days of an agent/office change, discontinuance, or resignation. The entity gets 60 days after notice to cure before dissolution (KRS 14A.7-020(2)). (KRS 14A.7-010(1)(b)-(c))
• The Secretary of State may revoke a foreign entity's certificate of authority if it is without a registered office or registered agent for 60 days or more or fails to comply with the change-of-agent statute; 60-day notice-and-cure applies (KRS 14A.9-080(2)). (KRS 14A.9-070(2)-(3))
• Reinstatement after administrative dissolution requires payment of the reinstatement penalty ($100 under KRS 14A.2-060(1)(j)) plus the current fee for filing each delinquent annual report ($15 each under KRS 14A.2-060(2)(a)), a Department of Revenue tax-clearance certificate, and (for business corporations) an unemployment-insurance clearance. (KRS 14A.7-030(1)(g))
• A foreign entity transacting business in Kentucky without a certificate of authority (e.g. after revocation for failure to maintain an agent) may not maintain a proceeding in any Kentucky court until it obtains a certificate of authority. (KRS 14A.9-020(1))
• A foreign entity transacting business without a certificate of authority is liable for a civil penalty of $2 for each day of unauthorized business. (KRS 14A.9-020(4))
• Revocation of a foreign entity's certificate of authority appoints the Secretary of State as the foreign entity's registered agent for proceedings on causes of action that arose while it was authorized. (KRS 14A.9-080(4))

How you get served anyway

If an entity has no registered agent, or the agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, addressed to the entity at its principal office. Service is perfected on receipt, the return-receipt date, or 5 days after deposit in the U.S. mail, whichever is earliest.

"If an entity or foreign entity has no registered agent, or the agent cannot with reasonable diligence be served, the entity or foreign entity may be served with process, or any notice or demand may be served by registered or certified mail, return receipt requested, addressed to the entity or foreign entity at its principal office and to the attention of the person or office appropriate for giving notice to the entity or foreign entity." — KRS 14A.4-040(2)

Who may serve

For domestic corporations (Business Corporation Act of 2015), the registered agent may be an individual who resides in Louisiana, or a domestic or foreign corporation or other eligible entity that continuously maintains a Louisiana office, is authorized to transact business (if foreign), files with the Secretary of State the names of at least two individuals at its Louisiana address authorized to receive process, and is authorized by its organizational documents to act as agent for service of process. For LLCs the rule is narrower: a citizen of the state who resides in Louisiana, or a law-licensed partnership or professional law corporation, or a domestic/foreign corporation or LLC authorized to transact business whose organic documents authorize agent service and which has the two-individuals certificate on file (La. R.S. 12:1308(A)(2)). Foreign corporations remain governed by the pre-2015 law, La. R.S. 12:308(A)(1), which also allows an individual resident whose business office is identical with the registered office, or an individual attorney or law partnership.

"(2) A registered agent, who may be either of the following: (a) An individual who resides in this state. (b) A domestic or foreign corporation or other eligible entity that does all of the following: (i) Continuously maintains an office in this state and, in the case of a foreign corporation or foreign eligible entity, is authorized to transact business in this state. (ii) Files with the secretary of state a statement setting forth the name of at least two individuals at its address in this state, each of whom is authorized to receive any process served on it as such agent. (iii) Acts as the agent of a corporation for service of process as authorized by its organizational documents" — La. R.S. 12:1-501(2); see also La. R.S. 12:1308(A)(2) (LLC); La. R.S. 12:308(A)(1) (foreign corporation)

If you fail to maintain an agent

• The Secretary of State shall administratively terminate the existence of a domestic corporation that has failed for 90 consecutive days to maintain a registered office and registered agent (or to file its annual report), after at least 30 days written notice and an opportunity to cure. (La. R.S. 12:1-1442(A)-(B))
• For a domestic LLC, if the registered office is vacated and no statement of change is filed within 30 days, the office of the Secretary of State may be treated as the LLC's registered office by any person other than the LLC itself. (La. R.S. 12:1308(F))
• A foreign corporation's certificate of authority may be revoked by the Secretary of State for failure to maintain a registered agent or registered office in Louisiana, after not less than 60 days written notice and failure to cure. Upon revocation the authority to transact business ceases, but the registered agent's authority to accept service continues. (La. R.S. 12:313(A)(2), (B), (C))
• A foreign LLC's certificate of authority may likewise be revoked (or suspended) for failure to maintain a registered agent or registered office in Louisiana, after 60 days notice and failure to cure. (La. R.S. 12:1353(A)(2), (B))
• A foreign corporation or foreign LLC transacting business in Louisiana without authority may not present any judicial demand before any Louisiana court; the burden is on the entity to prove it is authorized. (La. R.S. 12:314(A); La. R.S. 12:1354(A))
• The Secretary of State may impose a penalty of up to $1,000 per violation on a foreign corporation or foreign LLC transacting business without a valid certificate of authority, plus back fees and taxes recoverable by the attorney general (12:314(C), 12:1354(C)). (La. R.S. 12:314.1(B); La. R.S. 12:1355(B))
• A corporation terminated administratively may be reinstated within 5 years by filing articles of reinstatement and an annual report (with the registered agent's written consent to appointment) and paying the annual-report filing fee for each year between the last annual report and reinstatement. LLCs revoked for annual-report failure have a 3-year reinstatement window and must pay the reinstatement fee authorized by R.S. 12:1364(A)(1) (amount set in R.S. 49:222, outside this corpus). (La. R.S. 12:1-1444(F)(2); La. R.S. 12:1308.2(C)(1)(c))

How you get served anyway

For domestic corporations, if the corporation has no registered agent or the agent cannot with reasonable diligence be served, the corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary of the corporation at its principal office; service is perfected on receipt, the return-receipt date, or 5 days after mailing. For LLCs and foreign corporations, if the registered office is vacated for 30 days without a statement of change, the office of the Secretary of State may be treated as the registered office (12:1308(F); 12:308(E)).

"B. If a corporation has no registered agent, or the agent cannot with reasonable diligence be served, the corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary of the corporation at its principal office. Service is perfected under this Subsection at the earliest of the following: (1) The date the corporation receives the mail. (2) The date shown on the return receipt, if signed on behalf of the corporation. (3) Five days after its deposit in the United States mail, as evidenced by the postmark, if mailed postpaid and correctly addressed." — La. R.S. 12:1-504(B)

Who may serve

Maine splits the function. A domestic business corporation must maintain a CLERK 'who is a natural person resident in this State' (13-C M.R.S. §511); the clerk may be a director, officer, or a person holding no other position with the corporation, and is also governed by the Model Registered Agents Act. LLCs (31 M.R.S. §1661) and foreign corporations (13-C M.R.S. §1507-A-A-A) must maintain a registered agent under the Model Registered Agents Act (5 M.R.S. ch. 6-A), which may be a commercial registered agent (an individual or domestic/foreign entity listed with the Secretary of State under 5 M.R.S. §106), a noncommercial registered agent (an individual or domestic/foreign entity serving in Maine as agent for service of process), or the individual holding a designated office or position with the entity (5 M.R.S. §102(5), (17); §105(1)). Filings must state an actual street address in Maine (5 M.R.S. §104).

"Each domestic corporation to which this Act applies shall maintain in this State a clerk, who is a natural person resident in this State. The clerk may be, but is not required to be, one of the directors or officers of the corporation, or the clerk may be a person holding no other position with the corporation. ... The clerk required under this section is also governed by Title 5, chapter 6-A." — 13-C M.R.S. §511; 31 M.R.S. §1661; 5 M.R.S. §102(5), (17) and §105(1)

If you fail to maintain an agent

• The Secretary of State may administratively dissolve a corporation that is without a clerk in Maine, or that fails to notify the Secretary of State of a change of clerk, change of the clerk's address, or the clerk's resignation. The corporation has 60 days after notice to cure before dissolution (13-C M.R.S. §1421(2)); once dissolved it may not transact business except to wind up (§1421(3)), and its name is protected for only 3 years (§1421(5)). (13-C M.R.S. §1420(4)-(5))
• The Secretary of State may administratively dissolve an LLC that is without a registered agent in Maine or that fails to notify the Secretary of State of an agent change, address change, or resignation, after a 60-day notice-and-cure period (31 M.R.S. §1592(2)). (31 M.R.S. §1591(4)-(5))
• The Secretary of State may revoke a foreign corporation's authority to transact business if it is without a registered agent in Maine or fails to notify the Secretary of State of agent changes or resignation; upon revocation the Secretary of State becomes the corporation's agent for service of process for causes of action that arose while it was authorized (13-C M.R.S. §1532(4)). Parallel grounds exist for foreign LLCs (31 M.R.S. ch. 21). (13-C M.R.S. §1531-A(4)-(5))
• An administratively dissolved corporation continues to exist but may not transact any business in Maine except as necessary to wind up and liquidate its business and affairs and notify claimants. (13-C M.R.S. §1421(3))
• Reinstatement of a corporation administratively dissolved for failure to appoint or maintain a clerk costs $150; reinstatement for failure to notify of clerk changes or resignation also costs $150. Application must be made within 6 years of dissolution (13-C M.R.S. §1422(1)). (13-C M.R.S. §123(1)(W)-(X))
• For LLCs, reinstatement after administrative dissolution for failure to appoint or maintain a registered agent costs $150; failure to notify of agent changes or to appoint a replacement after resignation also costs $150 (annual-report reinstatement is $150 per report to a $600 maximum). (31 M.R.S. §1680(17))

How you get served anyway

Under the Model Registered Agents Act (which 13-C M.R.S. §512 and 31 M.R.S. §1662 incorporate for corporations and LLCs), if an entity no longer has a clerk or registered agent, or the agent cannot with reasonable diligence be served, service may be made by registered or certified mail, return receipt requested, addressed to the entity's governors by name at its principal office; if that fails, by handing a copy to the manager, clerk, or other person in charge of any regular place of business. Separately, after revocation of a foreign corporation's authority, the Secretary of State is its agent for service of process (13-C M.R.S. §1532(4)).

"If an entity that previously filed a clerk or registered agent filing with the Secretary of State no longer has a clerk or registered agent, or if its clerk or registered agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, addressed to the governors of the entity by name at its principal office in accordance with any applicable judicial rules and procedures. ... If process, notice or demand cannot be served on an entity pursuant to subsection 1 or 2, service of process may be made by handing a copy to the manager, clerk or other person in charge of any regular place of business or activity of the entity" — 5 M.R.S. §113(2)-(3)

Who may serve

Maryland uses the term 'resident agent'. The agent must be either an individual residing in Maryland or a Maryland corporation, LLC, or limited partnership. Every Maryland corporation must have a principal office in the state and a resident agent (Corps. & Ass'ns § 2-108(a)); every Maryland LLC likewise (§ 4A-210(a)). An owner who lives in Maryland can serve as their own entity's resident agent under the § 1-101(x) definition.

""Resident agent" means an individual residing in this State or a Maryland corporation, limited liability company, or limited partnership whose name, address, and designation as a resident agent are filed or recorded with the Department in accordance with the provisions of this article." — Md. Code Ann., Corps. & Ass'ns § 1-101(x); see also §§ 2-108(a), 4A-210(a)

If you fail to maintain an agent

• A foreign corporation's qualification to do intrastate business in Maryland stays effective only as long as it has a resident agent in the state - losing the agent ends the effectiveness of the qualification. (Md. Code Ann., Corps. & Ass'ns § 7-203(c))
• If a foreign corporation does business in Maryland without a resident agent, or its agent cannot be found or served with reasonable diligence, the State Department of Assessments and Taxation may act as its resident agent - meaning the entity can be served through the state without its knowledge. (Md. Code Ann., Corps. & Ass'ns § 7-205(b))

How you get served anyway

For foreign corporations, the Department (SDAT) may act as resident agent when the entity has none or the agent cannot be found or served with reasonable diligence (§ 7-205(b)). A foreign LLC's registration application must itself contain a statement appointing the Department as resident agent if none is appointed, the agent's authority is revoked, or the agent cannot be found or served (§ 4A-1002(b)(5)). For DOMESTIC Maryland entities, § 1-401 makes service on the resident agent effective and otherwise defers to the Maryland Rules, which are outside this corpus.

"The Department may act as a resident agent for a foreign corporation that does business in this State: (1) Without a resident agent; or (2) With a resident agent who cannot be found or served with the exercise of reasonable diligence." — Md. Code Ann., Corps. & Ass'ns § 7-205(b); see also §§ 4A-1002(b)(5), 1-401

Who may serve

A corporation's registered agent may be an individual (expressly including the corporation's own secretary or another officer), a domestic corporation or nonprofit, or a qualified foreign corporation or nonprofit - but the agent's business office must be the registered office. For LLCs (c. 156C § 5(2)) the 'resident agent' must be an individual resident of the commonwealth, a domestic corporation, or a foreign corporation authorized to do business in Massachusetts. An owner who is a Massachusetts resident can be the agent.

"Each corporation shall continuously maintain in the commonwealth: (1) a registered office that may, but need not be, the same as any of its places of business; and (2) a registered agent who may be any of the following individuals or entities whose business office is also the registered office of the corporation: (i) an individual, including the secretary or another officer of the corporation; (ii) a domestic corporation or not-for-profit domestic corporation; or (iii) a foreign corporation or not-for-profit foreign corporation qualified to do business in this commonwealth." — M.G.L. c. 156D, § 5.01; see also c. 156C, § 5(2)

If you fail to maintain an agent

• Massachusetts administrative dissolution grounds are failure to file reports/tax returns or pay taxes for 2+ consecutive years, or inactivity - failure to maintain a registered agent is NOT a listed ground (unlike the Model Act). The corporation gets 90 days after notice to cure before dissolution. (M.G.L. c. 156D, § 14.20; procedure § 14.21)
• A foreign corporation transacting business without filing the § 15.03 certificate (which includes appointing a registered agent with written consent) cannot maintain a proceeding in any Massachusetts court until the certificate is delivered and filed. (M.G.L. c. 156D, § 15.02(a))
• A foreign LLC doing business without registering (registration includes appointing a resident agent under §§ 48 and 51) is fined up to $500 for each year of the failure and cannot maintain actions in Massachusetts courts while the failure continues. (M.G.L. c. 156C, § 54(a))
• Reinstatement after administrative dissolution requires an application plus a DOR certificate that all corporate excise taxes and penalties are paid; the secretary of state may condition reinstatement on 'the payment of reasonable fees' (no statutory dollar amount). (M.G.L. c. 156D, § 14.22(c))

How you get served anyway

For foreign corporations: if the resident agent cannot be found after diligent search at the address on file, or refuses to act (or the corporation never filed its § 15.03 certificate), the corporation is deemed to have appointed the secretary of state as its attorney for service of process; the SOS forwards process by mail and the plaintiff pays a $10 fee. Foreign LLCs have a parallel mechanism (c. 156C § 54(b)). For DOMESTIC corporations, § 5.04(b) defers to the Massachusetts Rules of Civil Procedure, outside this corpus.

"every foreign corporation which has complied with said section 15.03 but whose resident agent cannot, after a diligent search by an officer authorized to serve legal process, be found at the business address of such resident agent ... and every foreign corporation whose resident agent refuses to act as such, shall be deemed to have appointed the secretary of state and his successor in office to be its true and lawful attorney upon whom all lawful process in any action or proceeding may be served so long as any liability incurred in the commonwealth while it was doing business shall remain outstanding." — M.G.L. c. 156D, § 15.10(b)-(d); see also c. 156C, § 54(b)

Who may serve

Michigan uses 'resident agent'. For corporations, the agent may be an individual resident of Michigan, a domestic corporation or LLC, or a foreign corporation or LLC authorized to transact business in Michigan; the agent's business office or residence address must be the same as the registered office. The LLC Act mirrors this (MCL 450.4207(1)(b)). A Michigan-resident owner can serve as the agent.

"(1) Each domestic corporation and each foreign corporation authorized to transact business in this state shall have and continuously maintain in this state both of the following: (a) A registered office, which may be the same as its place of business. (b) A resident agent. A resident agent may be an individual resident of this state; a domestic corporation or limited liability company; or a foreign corporation or limited liability company authorized to transact business in this state. (2) The address of the business office or residence of a resident agent must be the same as the address of the registered office." — MCL 450.1241; see also MCL 450.4207(1)

If you fail to maintain an agent

• Failure to maintain a resident agent is an express ground for revoking a foreign corporation's certificate of authority (as is failing to file the change statement after changing the registered office or agent). Revocation requires at least 90 days' notice and an uncured default (MCL 450.2042(1)). (MCL 450.2041(a)-(b); procedure MCL 450.2042)
• Domestic corporations are automatically dissolved for 2 years of failing to file the annual report or pay the filing fee (60 days after the 2-year period expires) - the statute does not list resident agent failure as a dissolution ground for domestic corporations. (MCL 450.1922(1))
• A corporation that neglects or refuses to file a required report or pay a required fee is subject to a $10-per-month penalty, capped at $50. (MCL 450.1921(1))
• An LLC that fails for 2 consecutive years to file the annual statement of resident agent and registered office (and does not cure within 60 days of notice) loses good standing: no certificate of good standing, its name becomes available to others, and the administrator will accept no filings from it other than a certificate of restoration - though it remains in existence and may continue to transact business. (MCL 450.4207a(3))
• A dissolved corporation (or revoked foreign corporation) may renew its existence by filing all missed reports and paying all back fees plus the § 921 penalties; an LLC restores good standing by filing a certificate of restoration ($50) with all missed annual statements and fees. (MCL 450.1925(1); MCL 450.5101(1)(h))

How you get served anyway

The LLC Act has an in-act fallback: if an LLC fails to appoint or maintain an agent, or the agent cannot be found or served with reasonable diligence, process may be served by delivering or sending by registered mail to the administrator (LARA) a summons and complaint. The Business Corporation Act contains NO equivalent fallback for corporations - service on a corporation without a findable agent is governed by Michigan court rules outside this corpus.

"If a limited liability company fails to appoint or maintain an agent for service of process, or the agent for service of process cannot be found or served through the exercise of reasonable diligence, service of process may be made by delivering or mailing by registered mail to the administrator a summons and copy of the complaint." — MCL 450.4207(4)

Who may serve

Minnesota is unusual: a domestic corporation or LLC MUST continuously maintain a registered office but a registered agent is OPTIONAL ('shall have a registered office, and may have a registered agent' - Minn. Stat. 302A.121; 322C.0113 is identical for LLCs). A foreign entity must designate an agent when registering. If an agent is designated, it may be a natural person residing in Minnesota, a domestic corporation or LLC, or an authorized foreign corporation or LLC, with a business office identical to the registered office - so a resident owner can be the agent, or a domestic entity can simply list its own office and skip naming an agent.

"A business entity formed under the laws of Minnesota may designate a registered agent in its formation document. A business entity formed under the laws of another jurisdiction must designate a registered agent when registering to do business in Minnesota. The registered agent may be a natural person residing in this state, a domestic corporation, or limited liability company, or a foreign corporation or foreign limited liability company authorized to transact business in this state. The registered agent must maintain a business office that is identical with the registered office." — Minn. Stat. § 5.36, subd. 2; see also §§ 302A.121, 322C.0113

If you fail to maintain an agent

• Because a registered agent is optional for domestic entities, there is no penalty for not having one - the trade-off is service exposure: with no agent, process may be served on any officer, manager, or general partner, and if none can be found at the address on file, on the secretary of state. (Minn. Stat. § 5.25, subd. 1)
• A foreign corporation that fails to appoint or maintain a registered agent in Minnesota, or whose agent cannot be found at the registered office, may be served by leaving process with the secretary of state plus a $50 fee. (Minn. Stat. § 5.25, subd. 4(a))
• Administrative dissolution/termination in Minnesota is triggered by failing to file the annual renewal - not by any registered agent lapse (an agent being optional). A corporation that misses the renewal in any calendar year is administratively dissolved; an LLC that misses its renewal is administratively terminated, and a non-Minnesota LLC has its authority revoked. (Minn. Stat. § 302A.821, subd. 4; see also § 322C.0705)
• Reinstatement after administrative dissolution/termination is by filing a single annual renewal plus a $25 fee, which retroactively returns the entity to good standing/active status as of the dissolution date and validates intervening contracts and acts. (Minn. Stat. § 302A.821, subd. 4(c); § 322C.0706(a))

How you get served anyway

Minn. Stat. § 5.25 is the hub: process may be served on the registered agent if any; if none, on an officer, manager, or general partner; and if none can be found at the address on file, on the secretary of state ($35 fee for entities governed by chs. 302A, 317A, 321, 322C, etc.; $50 for foreign corporations). The LLC act separately makes the secretary of state the company's agent when it does not appoint or maintain an agent or the agent cannot be found with reasonable diligence (322C.0116, subd. 2), and 302A.901 cross-references § 5.25 for corporations.

"If a limited liability company or foreign limited liability company does not appoint or maintain an agent for service of process in this state or the agent for service of process cannot with reasonable diligence be found at the agent's street address, the secretary of state is an agent of the company upon whom process, notice, or demand may be served." — Minn. Stat. § 322C.0116, subd. 2; see also §§ 5.25, subds. 1, 3-4; 302A.901, subd. 1

Who may serve

Mississippi adopted the Model Registered Agents Act (Miss. Code Ann. ch. 79-35, applying to corporations, LLCs and other filing entities). A registered agent is either a listed commercial registered agent or a noncommercial registered agent - an individual or a domestic or foreign entity serving in the state. Registered-agent filings must state an actual street address in Mississippi (and an email address for noncommercial agents, § 79-35-5(a)(2)). No individual-residency requirement is stated; the in-state street address is the operative requirement.

""Noncommercial registered agent" means a person that is not listed as a commercial registered agent under Section 79-35-6 and that is an individual or a domestic or foreign entity that serves in this state as the agent for service of process of an entity. ... Whenever a provision of this chapter requires that a filing state an address, the filing must state: (1) An actual street address in this state; and (2) A mailing address in this state, if different from the address under paragraph (1) of this section." — Miss. Code Ann. §§ 79-35-2(13), 79-35-4

If you fail to maintain an agent

• A domestic corporation without a registered agent for 60 days or more (or that fails to notify the Secretary of State of an agent change or resignation within 60 days) may be administratively dissolved after notice and a 60-day cure period. (Miss. Code Ann. § 79-4-14.20(3)-(4); procedure at § 79-4-14.21)
• An LLC without a registered agent for 60 days or more (or that fails to notify the Secretary of State of an agent change or resignation within 60 days) may be administratively dissolved after notice and a 60-day cure period. (Miss. Code Ann. § 79-29-821(c)-(d); procedure at § 79-29-823)
• An administratively dissolved corporation cannot maintain any action, suit or proceeding in a Mississippi court until reinstated (it may still defend actions, § 79-4-14.21(e)). (Miss. Code Ann. § 79-4-14.21(f))
• A foreign corporation's certificate of authority may be revoked if it is without a registered agent for 60 days or more or fails to report an agent change or resignation within 60 days. (Miss. Code Ann. § 79-4-15.30(3)-(4); procedure at § 79-4-15.31)
• An entity administratively dissolved (or a foreign entity revoked) for falsely naming a registered agent without the person's consent must, to be reinstated, file a statement of appointment signed by its new agent and pay an additional $250 reinstatement fee on top of the ordinary statutory reinstatement fee. (Miss. Code Ann. § 79-35-19(2))

How you get served anyway

If an entity no longer has a registered agent, or the agent cannot with reasonable diligence be served, the entity's governors (directors/managers, as shown on the most recent annual report) are treated as its agents for service; if the governors cannot be served, service is made on the Secretary of State under the Mississippi Rules of Civil Procedure. A $25 fee applies each time process is served on the Secretary of State (§ 79-35-3(c)).

"If an entity that previously filed a registered agent filing with the Secretary of State no longer has a registered agent, or if its registered agent cannot with reasonable diligence be served, the governors of the entity will be treated as the entity's agent for service of process who may be served pursuant to the provisions of the Mississippi Rules of Civil Procedure. ... If the governors of the entity cannot with reasonable diligence be served, service of process against the entity shall be upon the Secretary of State in accordance with the Mississippi Rules of Civil Procedure." — Miss. Code Ann. § 79-35-13(b)

Who may serve

For corporations, the registered agent must be an individual resident of Missouri whose business office is identical with the registered office, or a corporation authorized to transact business in Missouri with a business office identical with the registered office. The LLC Act mirrors this (RSMo 347.030.1(2): individual Missouri resident or a domestic or foreign corporation authorized to do business in the state) and adds that the Secretary of State may not be appointed as an LLC's resident agent except as the statute provides.

"Each corporation shall have and continuously maintain in this state: (1) A registered office which may be, but need not be, the same as its place of business; (2) A registered agent, which agent may be either an individual, resident in this state, whose business office is identical with such registered office, or a corporation authorized to transact business in this state having a business office identical with such registered office." — RSMo 351.370.1; see also RSMo 347.030.1 (LLCs)

If you fail to maintain an agent

• A corporation without a registered agent or registered office for 30 days or more (or that fails to notify the Secretary of State of a change, resignation or discontinuance within 30 days) may be administratively dissolved after notice and a 60-day cure window. (RSMo 351.484(5)-(6); procedure at RSMo 351.486)
• Personal liability: an officer or director who conducts business on behalf of an administratively dissolved corporation (beyond winding up) is personally liable for obligations so incurred. (RSMo 351.486.3)
• For LLCs, the Secretary of State has the power to cancel the articles of organization if the company fails to maintain a registered agent (30 days' written notice before cancellation takes effect; appeal to circuit court; rescission available on cure). (RSMo 347.183(2)-(3))
• Reinstatement of an administratively dissolved corporation requires a $50 reinstatement fee plus any delinquent fees, penalties and accrued charges, and a Department of Revenue tax clearance certificate. (LLC reinstatement after administrative cancellation of expired-duration articles carries a $100 fee, RSMo 347.183(6).) (RSMo 351.488.1(5))

How you get served anyway

If a corporation fails to appoint or maintain a registered agent, the Secretary of State is automatically appointed as its agent for service; the Secretary forwards served process by registered mail to the corporation's registered office. For LLCs, process may be served on an authorized person, then an organizer, and if none can be located with due diligence, on the Secretary of State (RSMo 347.033.2-.3).

"In the event that a corporation shall fail to appoint or maintain a registered agent in this state, then the secretary of state as long as such default exists shall be automatically appointed as an agent of such corporation upon whom any process, notice, or demand required or permitted by law to be served upon the corporation may be served. ... In the event that any process, notice, or demand is served on the secretary of state, he shall immediately cause a copy thereof to be forwarded by registered mail, addressed to the corporation at its registered office in this state." — RSMo 351.380.1; see also RSMo 347.033.3 (LLCs)

Who may serve

Montana adopted the Model Registered Agents Act (MCA Title 35, ch. 7), which governs agents for all entity types; the Business Corporation Act and LLC Act require each entity to maintain a registered office and agent 'in compliance with Title 35, chapter 7' (e.g., MCA 35-14-501). The agent is either a listed commercial registered agent or a noncommercial registered agent - an individual or a domestic or foreign entity serving in the state. Filings must state an actual street address or rural route box number in Montana. No individual-residency requirement is stated.

""Noncommercial registered agent" means a person that is not listed as a commercial registered agent under 35-7-106 and that is an individual or a domestic or foreign entity that serves in this state as the agent for service of process of an entity. ... the filing must state: (1) an actual street address or rural route box number in this state; and (2) a mailing address in this state, if different from the address under subsection (1). ... Each corporation shall continuously maintain in this state a registered office and a registered agent in compliance with Title 35, chapter 7." — MCA 35-7-102(13), 35-7-104; MCA 35-14-501(1)

If you fail to maintain an agent

• A corporation without a registered agent or registered office for 60 days or more (or that fails to notify the Secretary of State of a change, resignation or discontinuance within 60 days) may be administratively dissolved; the Secretary compiles the list annually by September 1 and the corporation has 90 days after notice to cure before dissolution and forfeiture of its right to carry on business. (MCA 35-14-1420(3)-(4); procedure at 35-14-1421)
• An LLC that fails for 60 days to appoint and maintain a registered agent (or to file a statement of agent change within 60 days) may be involuntarily dissolved by order of the Secretary of State, forfeiting its right to transact business in Montana (90-day cure after notice under 35-8-914). (MCA 35-8-209(1)(a); procedure at 35-8-914)
• A registered foreign corporation's registration may be administratively terminated if it is without a registered agent or registered office for 60 days or more, or fails to report an agent/office change, resignation or discontinuance within 60 days (60-day cure after notice). Foreign LLCs face parallel revocation of the certificate of authority under MCA 35-8-1011(2)-(3). (MCA 35-14-1511(1)(c)-(d); see also MCA 35-8-1011(2)-(3) (foreign LLCs))
• Reinstatement after administrative dissolution must be sought within 5 years and requires a Department of Revenue tax certificate, a filing fee set by the Secretary of State (no dollar amount in statute), and all missed annual reports with related fees and penalties. LLCs likewise have a 5-year reinstatement window (MCA 35-8-912). (MCA 35-14-1422(1)-(2); see also MCA 35-8-912 (LLCs))

How you get served anyway

Under the corporation act, if there is no registered agent (or the agent cannot with reasonable diligence be served), the corporation may be served by registered or certified mail addressed to the secretary at its principal office; if that also fails, the Secretary of State is the corporation's agent for service. The generic Model Registered Agents Act rule (MCA 35-7-113(2)) instead points to 'applicable judicial rules and procedures' (the Montana Rules of Civil Procedure, outside this corpus).

"If a corporation does not have a registered agent or the agent cannot with reasonable diligence be served, the corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary at the corporation's principal office. ... If process, notice, or demand cannot be served on a corporation pursuant to subsection (1) or (2) ... then the secretary of state is an agent of the corporation on whom process, notice, or demand may be served." — MCA 35-14-504(2)-(3); see also MCA 35-7-113(2)

Who may serve

For corporations, the registered agent must be an individual who resides in Nebraska with a business office identical to the registered office, or a domestic or foreign corporation or other eligible entity whose business office is identical to the registered office (a foreign entity must be authorized to transact business in the state). For LLCs, the agent for service of process must be an individual Nebraska resident or another person with authority to transact business in Nebraska.

"Each corporation must continuously maintain in this state: (1) A registered office that may be the same as any of its places of business; and (2) A registered agent, who may be: (i) An individual who resides in this state and whose business office is identical with the registered office; or (ii) A domestic or foreign corporation or other eligible entity whose business office is identical with the registered office and, in the case of a foreign corporation or foreign eligible entity, is authorized to transact business in the state. ... An agent for service of process of a limited liability company or foreign limited liability company must be an individual who is a resident of this state or other person with authority to transact business in this state." — Neb. Rev. Stat. § 21-233 (MBCA 5.01); § 21-113(c) (RULLCA 113) for LLCs

If you fail to maintain an agent

• A corporation without a registered agent or registered office for 60 days or more (or that fails to notify the Secretary of State of a change, resignation or discontinuance within 60 days) may be administratively dissolved after notice and a 60-day cure period. A dissolved corporation continues only to wind up. (Neb. Rev. Stat. § 21-2,193(1)-(2) (MBCA 14.20); procedure at § 21-2,194)
• A foreign corporation's certificate of authority may be administratively revoked if it is without a registered agent or registered office for 60 days or more or fails to report an agent/office change, resignation or discontinuance within 60 days. (Neb. Rev. Stat. § 21-2,217(1)-(2) (MBCA 15.30); procedure at § 21-2,218)
• A foreign LLC's certificate of authority may be revoked if it does not appoint and maintain an agent for service of process in Nebraska or fails to file a statement of change within 30 days after the agent's name or address changes (effective no less than 60 days after notice, curable before the effective date). (Neb. Rev. Stat. § 21-160(a)(3)-(4) (RULLCA 806))
• Reinstatement within 5 years requires payment of all delinquent fees and a signed biennial report; reinstatement applications made MORE than 5 years after administrative dissolution or revocation carry a $500 fee (same $500 late-reinstatement fee for LLCs under § 21-192(5)). (Neb. Rev. Stat. § 21-2,195(b)-(c) (MBCA 14.22); fee at § 21-205(a)(6); LLCs: §§ 21-152(c), 21-192(5))

How you get served anyway

Nebraska's fallback is mail-based, not service on the Secretary of State: if a corporation has no registered agent (or the agent cannot with reasonable diligence be served), it may be served by registered or certified mail, return receipt requested, addressed to the secretary of the corporation at its principal office. The LLC act mirrors this with registered/certified mail to the company at its designated office (§ 21-116(b)); service is perfected at the earliest of receipt, the signed return-receipt date, or 5 days after mailing.

"If a corporation has no registered agent, or the agent cannot with reasonable diligence be served, the corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary of the corporation at its principal office. Service is perfected under this subsection at the earliest of: (1) The date the corporation receives the mail; (2) The date shown on the return receipt, if signed on behalf of the corporation; or (3) Five days after its deposit in the United States mail, as evidenced by the postmark, if mailed postpaid and correctly addressed." — Neb. Rev. Stat. § 21-236(b) (MBCA 5.04); § 21-116(b) (RULLCA 116) for LLCs

Who may serve

Every Nevada corporation (and, in parallel provisions, every LLC) must have a registered agent who resides or is located in Nevada with a street address that serves as the registered office. Under the Model Registered Agents Act (NRS ch. 77), a noncommercial registered agent may be an individual or a domestic or foreign entity serving in the state, or the entity may designate the holder of an office or position within the entity (NRS 77.310(1)(b)(2)). Anyone serving as agent for 10 or more entities must register as a commercial registered agent (NRS 77.320(1)); commercial-agent registrants must attest to no unrestored felony convictions (NRS 77.320(2)(e)).

"Every corporation must have a registered agent who resides or is located in this State. Notwithstanding the provisions of NRS 77.300, each registered agent must have a street address for receiving service of process, which is the registered office of the corporation in this State. If the registered agent is in the business of acting as a registered agent for more than one business entity, the physical street address of the registered office must be in a location for which such use is not prohibited by any local ordinance." — NRS 78.090(1); NRS 77.140; NRS 77.310(1); NRS 77.320

If you fail to maintain an agent

• A corporation that fails or refuses to comply with the registered agent/registered office requirement is subject to a fine of $100 to $500, recovered by the State through the Attorney General or district attorney. (NRS 78.090(3))
• If the registered agent resigns or terminates and the corporation does not file a statement of change appointing a replacement before the effective date, the corporation is deemed in default and becomes subject to the default and charter-revocation provisions (NRS 78.170 and 78.175). The LLC act has the identical mechanism (NRS 86.251(2), invoking NRS 86.272 and 86.274). (NRS 78.097(2))
• A corporation in default incurs a $75 penalty added to the fee owed. (NRS 78.170(3))
• For a corporation left in default, the charter is revoked and the right to transact business forfeited on the first day of the first anniversary of the month following the month the filing was required; assets are then held in trust by the directors as for insolvent corporations. (NRS 78.175(2), (5))
• Reinstatement requires filing the delinquent annual list, current registered agent information (NRS 77.310), all back fees and penalties, and a $300 reinstatement fee; a charter revoked for 5 consecutive years cannot be reinstated. (NRS 78.180(1)(b)(3), (4))
• Name loss: if the corporation's name has been legally reserved or acquired by another entity during revocation, the corporation must reinstate under a different name (absent the other party's written consent). (NRS 78.185(1))

How you get served anyway

The entity code cross-references the civil-practice chapter: process is served on the registered agent per NRS 14.020(2), and when the registered agent cannot be served, service is made in the manner provided in NRS 14.030 (Chapter 14 of NRS, outside this corpus). NRS 77.360(5)(a) likewise directs that after cancellation of a commercial agent's registration, 'until the entity appoints a new registered agent, service of process may be made in the manner provided by NRS 14.030.'

"All legal process and any demand, notice or communication authorized by law to be served upon, or delivered to, a corporation may be served upon, or delivered to, the registered agent of the corporation in the manner provided in subsection 2 of NRS 14.020. If any demand, notice, communication or legal process, other than a summons and complaint, cannot be served upon, or delivered to, the registered agent, it may be served or delivered in the manner provided in NRS 14.030." — NRS 78.090(4); NRS 77.360(5)(a)

Who may serve

A NH corporation must continuously maintain a registered office and a registered agent who is either (i) an individual resident of NH whose business office is identical with the registered office, or (ii) a corporation (RSA 292/293-A/294-A), LLC (RSA 304-C), or LLP (RSA 304-A:44) organized or authorized in NH whose business office is identical with the registered office. The LLC act mirrors this, and for an individual allows a 'residential or business office' identical with the registered office (RSA 304-C:36, I).

"(a) Each corporation must continuously maintain in this state: (1) a registered office that may be the same as any of its places of business; and (2) a registered agent, who may be: (i) an individual who resides in this state and whose business office is identical with the registered office; (ii) a corporation organized or authorized under RSA 292, RSA 293-A, or RSA 294-A whose business office is identical with the registered office; (iii) a limited liability company formed or authorized under RSA 304-C ... or (iv) a limited liability partnership formed or authorized under RSA 304-A:44 ..." — RSA 293-A:5.01(a); RSA 304-C:36, I

If you fail to maintain an agent

• Being without a registered agent or registered office for 60 days or more, or failing to notify the secretary of state within 60 days of an agent/office change, resignation, or discontinuance, is a ground for administrative dissolution of a corporation. The LLC act has identical grounds (RSA 304-C:136, III-IV). (RSA 293-A:14.20(a)(3)-(4))
• Effect of administrative dissolution: the corporation continues to exist but may not carry on any business except winding up and liquidating; the SOS gives 60 days to cure after notice before dissolving. (RSA 293-A:14.21(b)-(c))
• Name protection lasts only 120 days after the notice of administrative dissolution; after that another entity may take the name without the dissolved corporation's consent. (RSA 293-A:14.21(e))
• Reinstatement within 3 years costs $135 (application for reinstatement following administrative dissolution); after 3 years, late reinstatement requires a court-style showing, publication, and a $500 fee. LLC fees are identical ($135 reinstatement, $500 late reinstatement, RSA 304-C:191, II(f)). (RSA 293-A:14.22(a); RSA 293-A:1.22(a)(12), (18))
• A foreign corporation's certificate of authority may be revoked if it is without a registered agent or registered office in NH for 60 days or more, or fails to report an agent/office change within 60 days. The foreign LLC act carries the same ground. (RSA 293-A:15.30(a)(3)-(4))

How you get served anyway

If a corporation has no registered agent, or the agent cannot with reasonable diligence be served, service is made by registered or certified mail, return receipt requested, addressed to the secretary of the corporation at its principal office - perfected on receipt, on the return-receipt date, or 5 days after mailing. The LLC act is identical except mail is addressed to the LLC at its principal office (RSA 304-C:37, II). This is mail service on the entity, not service on the Secretary of State.

"If a corporation has no registered agent, or the agent cannot with reasonable diligence be served, the corporation may be served by registered or certified mail, return receipt requested, addressed to the secretary of the corporation at its principal office. Service is perfected under this subsection at the earliest of: (1) the date the corporation receives the mail; (2) the date shown on the return receipt, if signed on behalf of the corporation; or (3) five days after its deposit in the U.S. Mail, as evidenced by the postmark, if mailed postpaid and correctly addressed." — RSA 293-A:5.04(b); RSA 304-C:37, II

Who may serve

Every NJ corporation (and authorized foreign corporation) must continuously maintain a registered office in NJ and a registered agent whose business office is identical with it. The corporate agent may be a natural person age 18 or older (no express NJ-residency requirement in 14A:4-1(3)), or a domestic corporation or authorized foreign corporation. For LLCs, the agent must be an individual resident of NJ or another person with authority to transact business in NJ (42:2C-14(c)). For LPs, an individual agent must be a NJ resident (42:2A-8(c)).

"(3) The registered agent may be a natural person of the age of 18 years or more, or a domestic corporation or a foreign corporation authorized to transact business in this State, whether or not any such agent corporation is organized for a purpose or purposes for which a corporation may be organized under this act. [42:2C-14(c):] An agent for service of process of a limited liability company or foreign limited liability company shall be an individual who is a resident of this State or other person with authority to transact business in this State." — N.J.S.A. 14A:4-1(1), (3); N.J.S.A. 42:2C-14(c)

If you fail to maintain an agent

• Failure to maintain a registered agent is an express ground for the Secretary of State to revoke a foreign corporation's certificate of authority (after not less than 90 days' notice and opportunity to cure). (N.J.S.A. 14A:13-10(1)(c))
• If the corporation does not designate a successor within 30 days after its agent resigns, it is deemed to have no registered agent or registered office in New Jersey - exposing a domestic corporation to substituted-service risk (and a foreign corporation to revocation under 14A:13-10). (N.J.S.A. 14A:4-4(3))
• A foreign corporation transacting business without a certificate of authority (including after revocation) cannot maintain any action in NJ courts until it obtains one; the parallel LLC rule is 42:2C-65(a). (N.J.S.A. 14A:13-11(1))
• A foreign corporation transacting business without authority forfeits $200 to $1,000 per year (up to 5 years back), recovered by the Attorney General; a foreign LLC pays $200 per year or part thereof (42:2C-66). (N.J.S.A. 14A:13-11(3))
• A certificate of incorporation or authority revoked by proclamation (two consecutive years' annual-report failure) is reinstated on payment of a $75 reinstatement filing fee, a $20 tax clearance filing fee, the current and all delinquent annual report fees, with possible loss of the corporate name in the interim. (N.J.S.A. 14A:4-5(7))

How you get served anyway

For LLCs, the statute makes the filing office (State Treasurer) the fallback agent: if the company does not appoint or maintain an agent, or the agent cannot with reasonable diligence be found at its street address, process may be served on the filing office in duplicate, which forwards a copy to the company. No equivalent Secretary-of-State fallback appears in Title 14A for corporations - corporate service beyond 14A:4-2 is governed by the NJ court rules, which are outside this corpus.

"b. If a limited liability company or foreign limited liability company does not appoint or maintain an agent for service of process in this State or the agent for service of process cannot with reasonable diligence be found at the agent's street address, the filing office is an agent of the company upon whom process, notice, or demand may be served. c. Service of any process, notice, or demand on the filing office as agent ... may be made by delivering to the filing office duplicate copies of the process, notice, or demand." — N.J.S.A. 42:2C-17(b)-(c)

Who may serve

A NM corporation must continuously maintain a registered office and a registered agent who is either an individual resident of New Mexico whose business office is identical with the registered office, or a domestic corporation or authorized foreign corporation with a business office identical with the registered office. The LLC Act is slightly broader: an individual NM resident, or a domestic corporation, LLC, or partnership with a NM place of business identical to the registered office, or an authorized foreign corporation, LLC, or partnership with such a place of business (NMSA 53-19-5(A)(2)).

"Each corporation shall have and continuously maintain in this state: A. a registered office which may be, but need not be, the same as its place of business; and B. a registered agent, which agent may be either an individual resident in this state whose business office is identical with the registered office, or a domestic corporation, or a foreign corporation authorized to transact business in this state, having a business office identical with the registered office." — NMSA 1978, 53-11-11; NMSA 1978, 53-19-5(A)

If you fail to maintain an agent

• A corporation that fails for 30 days to appoint and maintain a registered agent (or to file a change statement within 30 days) is notified of delinquency; if not corrected within 60 days of the letter, the secretary of state issues a certificate of revocation. Reinstatement is available only within two years of revocation. (NMSA 1978, 53-11-12(A)-(B))
• The reinstatement window is limited: an administratively revoked corporation (or LLC, NMSA 53-19-66.2(A)) may apply for reinstatement only within two years after the effective date of revocation; reinstatement then relates back as if revocation never occurred. (NMSA 1978, 53-11-12(B), (D))
• An LLC may be administratively revoked for failing for 30 days to appoint and maintain a registered agent, or failing for 30 days after a change to file the change statement; reinstatement within two years (53-19-66.2). (NMSA 1978, 53-19-66.1)
• Failure to appoint and maintain a registered agent is an express ground for revoking a foreign corporation's certificate of authority (after not less than 60 days' mailed notice and failure to cure); on revocation, authority to transact business ceases, with a two-year reinstatement window (53-17-18(C)). The foreign LLC analog operates through registration cancellation/penalty provisions. (NMSA 1978, 53-17-17(A)(2)-(3))
• A foreign LLC transacting business without registration cannot maintain an action in NM courts until registered, and is liable for back fees plus a civil penalty of up to $200 per year; the corporate analog is 53-17-20(A). Unregistered foreign LLCs also automatically appoint the secretary of state as agent for service (53-19-53(C)). (NMSA 1978, 53-19-53(A), (E))

Who may serve

NY inverts the usual model: the Secretary of State is the MANDATORY agent for service of process on every domestic and authorized foreign corporation and LLC; a registered agent is OPTIONAL and additional. If designated, the agent must be a natural person resident in or with a business address in NY, or a corporation (for LLCs: also a domestic LLC or authorized foreign LLC) formed or authorized to do business in NY.

"In addition to such designation of the secretary of state, every domestic corporation or authorized foreign corporation may designate a registered agent in this state upon whom process against such corporation may be served. The agent shall be a natural person who is a resident of or has a business address in this state or a domestic corporation or foreign corporation of any type or kind formed, or authorized to do business in this state, under this chapter or under any other statute of this state." — N.Y. Bus. Corp. Law § 305(a); N.Y. Ltd. Liab. Co. Law § 302(a)-(b)

If you fail to maintain an agent

• Suspension of authority to do business: if the party whose address is on file for receipt of process resigns and the corporation fails to file a certificate designating a new address, its authority to do business in New York is suspended (unless a current biennial statement supplies the address). Filing the new address annuls the suspension. (N.Y. Bus. Corp. Law § 306-A(b)-(c))
• A corporation that fails to file its biennial statement (which maintains its address for process) is shown as past due after 30 days, and as delinquent after two years plus 60 days notice; the delinquency is removed only on filing the current statement and paying a $250 fine. (N.Y. Bus. Corp. Law § 409(1)-(2))

How you get served anyway

Not a fallback in NY - the Secretary of State is the statutorily designated agent of EVERY domestic and authorized foreign corporation and LLC from formation; entities cannot form or qualify without designating the SoS. Service is made by delivering duplicate copies (or electronic submission) to the SoS with the statutory fee; the SoS mails a copy to the entity's address on file. If a corporation suspended under § 306-A is sued, process may still be served on the SoS.

"The secretary of state shall be the agent of every domestic corporation and every authorized foreign corporation upon whom process against the corporation may be served. (b) No domestic or foreign corporation may be formed or authorized to do business in this state under this chapter unless in its certificate of incorporation or application for authority it designates the secretary of state as such agent." — N.Y. Bus. Corp. Law §§ 304(a)-(b), 306(b); N.Y. Ltd. Liab. Co. Law § 303(a)

Who may serve

Unified rule for ALL NC entities in Chapter 55D: every domestic corporation, nonprofit, LLC, LP and LLP (and every qualified foreign counterpart) must continuously maintain a registered office and a registered agent, who must be a resident individual, or a domestic corporation/nonprofit/LLC, or an authorized foreign corporation/nonprofit/LLC - in each case with a business office identical to the registered office.

"must continuously maintain in this State: (1) A registered office that may be the same as any of its places of business... and (2) A registered agent, who must be: a. An individual who resides in this State and whose business office is identical with the registered office; b. A domestic corporation, nonprofit corporation, or limited liability company whose business office is identical with the registered office; or c. A foreign corporation, foreign nonprofit corporation, or foreign limited liability company authorized to transact business or conduct affairs in this State whose business office is identical with the registered office." — N.C. Gen. Stat. § 55D-30(a)

If you fail to maintain an agent

• Being without a registered agent or registered office for 60 days or more, or failing to notify the Secretary of State within 60 days of an agent change, resignation, or office discontinuance, is a ground for administrative dissolution (corporations) after written notice and a 60-day cure period. LLC parallel: G.S. 57D-6-06(a)(3)-(4). (N.C. Gen. Stat. § 55-14-20(3)-(4); § 55-14-21(b); § 57D-6-06(a)(3)-(4))
• The same registered-agent failures are grounds for revoking a foreign corporation's certificate of authority (60-day notice and cure); revocation makes the Secretary of State the corporation's agent for service of process. Foreign LLC parallel: G.S. 57D-7-30(a)(3)-(4). (N.C. Gen. Stat. § 55-15-30(a)(3)-(4); § 55-15-31(d); § 57D-7-30(a)(3)-(4))
• An administratively dissolved corporation may apply for reinstatement; the application fee is $100. Reinstatement relates back to the dissolution date, but the entity may have to change its name if it became unavailable. (N.C. Gen. Stat. § 55-14-22; § 55-1-22(a)(16))
• Name exposure after administrative dissolution: the dissolved entity's name is protected for five years after administrative dissolution, but reinstatement may require a name change if another entity took a non-distinguishable name (see § 55-14-22(a1)). (N.C. Gen. Stat. § 55D-21(d)(2))

How you get served anyway

When an entity fails to appoint or maintain a registered agent, or the agent cannot with due diligence be found at the registered office, or a foreign entity's authority is revoked, the Secretary of State becomes the entity's agent for service; the SoS mails a copy to the entity's principal office (or registered office).

"When an entity required to maintain a registered office and registered agent under G.S. 55D-30 fails to appoint or maintain a registered agent in this State, or when its registered agent cannot with due diligence be found at the registered office, or when the Secretary of State revokes a certificate of authority or a statement of foreign registration of a foreign entity... the Secretary of State becomes an agent of the entity upon whom any such process, notice or demand may be served." — N.C. Gen. Stat. § 55D-33(b)

Who may serve

ND adopted the Model Registered Agents Act (N.D.C.C. ch. 10-01.1) covering all entities. An agent may be commercial (listed with the SoS, $1,000 listing fee) or noncommercial; either must be an individual residing in ND or a domestic or foreign corporation or LLC. The registered office is simply the agent's in-state address and need not be the entity's place of business.

""Noncommercial registered agent" means a person that is not listed as a commercial registered agent under section 10-01.1-06 that serves in this state as the agent for service of process for another entity and that is: a. An individual residing in this state; or b. A domestic or foreign corporation or a domestic or foreign limited liability company." — N.D.C.C. § 10-01.1-02(2), (19), (32); § 10-19.1-15; § 10-32.1-16

If you fail to maintain an agent

• A corporation may be involuntarily dissolved by the Secretary of State for failing to appoint and maintain a registered agent and registered office, after not less than 60 days mailed notice and failure to cure; on expiration of the 60 days the corporation's existence ceases. LLC parallel: involuntary termination under § 10-32.1-90(1)(a)(1)(b). (N.D.C.C. § 10-19.1-146.1(1); § 10-32.1-90(1))
• A foreign corporation's certificate of authority may be revoked for failure to appoint and maintain a registered agent and registered office, after 60 days notice and failure to cure; its authority to transact business then ceases. Foreign LLC parallel: § 10-32.1-90(2)(a)(1)(b). (N.D.C.C. § 10-19.1-146.1(2); § 10-32.1-90(2))
• After involuntary dissolution of a corporation (or revocation of a foreign corporation's authority), reinstatement requires the past-due annual report, all filing and late fees, and a reinstatement fee of $135, within one year. The LLC schedule carries the same $135 reinstatement fee. (N.D.C.C. § 10-19.1-147(24)(a)(3); § 10-32.1-92(25)(a)(2); § 10-19.1-146(8))
• Cure and freeze pending restoration: after an RA-failure notice, the entity is restored to good standing by filing a report of change with the fee; until restored, the Secretary of State will not accept any filing for the entity except those incident to dissolution or withdrawal. (N.D.C.C. § 10-19.1-146.1(3))

How you get served anyway

The Secretary of State is the agent for service when an entity that filed a registered agent filing no longer has one, when the agent (or a governor or responsible person) cannot with reasonable diligence be served, when a domestic entity has been dissolved, or when a foreign entity does business without a certificate of authority. Service on the SoS requires a sheriff's return or non-party affidavit, three copies, and the $25 fee; the SoS forwards by registered mail. Process may also be served directly on any governor or any responsible person at the registered or principal executive office.

"The secretary of state is the agent for service of process: a. When a foreign entity transacts business without a certificate of authority; b. When a domestic entity has been dissolved; c. If an entity that previously filed a registered agent filing with the secretary of state no longer has a registered agent; or d. If the registered agent, governor, or responsible person cannot with reasonable diligence be served." — N.D.C.C. § 10-01.1-13(1), (3), (5)-(6); § 10-32.1-19(2)

Who may serve

Ohio calls it the 'statutory agent' (for licensed foreign corporations, the 'designated agent'). The agent must be a natural person resident in Ohio, or almost any entity type (corporation, nonprofit, LLC, partnership, LP, LLP, professional association, business trust, etc.) with a business address in Ohio; a non-Ohio-corporation entity agent must be qualified under Title XVII to transact business in Ohio. The agent's address must be a primary residence or a 'usual place of business' - a PO box does not qualify. LLC rule is materially identical (R.C. 1706.09(A)); banks, trust companies, insurance companies, and public utilities are excluded from 1701.07.

"Every corporation shall have and maintain an agent, sometimes referred to as the "statutory agent," upon whom any process, notice, or demand required or permitted by statute to be served upon a corporation may be served. The agent shall be one of the following: (1) A natural person who is a resident of this state; (2) A domestic or foreign corporation, nonprofit corporation, limited liability company, partnership, limited partnership, limited liability partnership, limited partnership association, professional association, business trust, or unincorporated nonprofit association that has a business address in this state." — Ohio Rev. Code § 1701.07(A), (C)(2); § 1706.09(A); § 1703.041(A)

If you fail to maintain an agent

• Cancellation of articles: if a corporation fails to appoint a replacement agent or file an agent address change, the SoS mails notice; unless cured within 30 days (or any extension), the articles are CANCELED without further notice or action. Identical mechanism cancels an LLC's articles or a foreign LLC's registration (R.C. 1706.09(L)). (Ohio Rev. Code § 1701.07(M); § 1706.09(L))
• A licensed foreign corporation that fails to designate a replacement agent after its designated agent dies, resigns, or leaves Ohio gets certified-mail notice; unless cured within 30 days, the SoS cancels its license to transact business. The former name is reserved for only one year. (Ohio Rev. Code § 1703.15)
• A foreign corporation whose license expired or was canceled (including for failure to designate an agent) cannot maintain any action in an Ohio court until reinstated; to sue on a cause of action arising while unlicensed it must first pay a $250 forfeiture and file reinstatement papers (with a 15% forfeiture on the reinstatement fee). (Ohio Rev. Code § 1703.29(A), (C))
• A foreign corporation that transacts business in Ohio while its license is expired or canceled and not reinstated forfeits not less than $250 nor more than $10,000, plus back filing fees and franchise taxes with 6% interest, recoverable by the attorney general or prosecuting attorney. (Ohio Rev. Code § 1703.28)
• A corporation or LLC whose articles (or foreign LLC registration, or foreign corporation license) were canceled may be reinstated only within TWO YEARS of cancellation, by filing an application, the required agent appointment, and the filing fee specified in R.C. 111.16(Q) (amount codified outside this corpus). Reinstated rights are subject to R.C. 1701.922 / 1706.46. (Ohio Rev. Code § 1701.07(M); § 1706.09(L); § 1703.15)

How you get served anyway

If the agent cannot be found, no longer has the recorded address, or the corporation has failed to maintain an agent, the serving party files an affidavit with the SoS and serves the SoS as the corporation's agent by delivering quadruplicate copies and a $5 fee; the SoS forwards a copy by certified mail and service is deemed made. Same mechanism for LLCs (R.C. 1706.09(H)(2), four copies, $5) and for licensed foreign corporations (R.C. 1703.19, $5).

"If (1) the agent cannot be found, or (2) the agent no longer has that address, or (3) the corporation has failed to maintain an agent as required by this section, and if... the party... shall have filed with the secretary of state an affidavit stating that one of the foregoing conditions exists... then service of process, notice, or demand upon the secretary of state, as the agent of the corporation, may be initiated by delivering to the secretary of state or at the secretary of state's office quadruplicate copies of such process, notice, or demand and by paying to the secretary of state a fee of five dollars." — Ohio Rev. Code § 1701.07(H); § 1706.09(H)(2); § 1703.19

Who may serve

Every domestic corporation must maintain a registered agent, which may be the corporation ITSELF, an individual Oklahoma resident, a domestic corporation/partnership/LLP/LLLP/LLC, or a foreign entity authorized to transact business in Oklahoma. Entity agents must keep a business office identical with the registered office open during regular business hours; individual agents must be generally present there. LLCs mirror this (the LLC itself, a resident individual, or a domestic/qualified foreign entity, 18 O.S. § 2010(A)(2)). Foreign corporations must maintain the Secretary of State as registered agent and may add an additional agent, but may not be their own agent (18 O.S. § 1022(B)).

"Every domestic corporation shall have and maintain in this state a registered agent, which agent may be any of the following: 1. The domestic corporation itself; 2. An individual resident of this state; 3. A domestic corporation, a domestic partnership whether general or limited and including a limited liability partnership or a limited liability limited partnership or a domestic limited liability company; or 4. A foreign corporation, a foreign limited liability partnership, a foreign limited partnership, a foreign limited liability limited partnership or a foreign limited liability company, if authorized to transact business in this state." — 18 O.S. § 1022(A), (C); 18 O.S. § 2010(A)(2) (LLC)

If you fail to maintain an agent

• If a domestic corporation fails to designate a new registered agent within 30 days after its agent resigns, the Secretary of State is deemed the corporation's registered agent and charges the annual fee prescribed by 18 O.S. § 1142 for acting as agent. (18 O.S. § 1026(B)(2))
• Charter suspension and forfeiture: a corporation that does not pay the $100 annual fee for the Secretary of State acting as its registered agent by September 1 has its charter suspended and forfeited by the Oklahoma Tax Commission under 68 O.S. § 1212. (18 O.S. § 1142(18))
• LLC articles of organization are deemed canceled if the LLC fails to file its annual certificate and pay the annual fee, or fails to pay the registered agent fee owed to the Secretary of State, within 3 years of the due date (18 O.S. § 2055.1 routes registered-agent-fee nonpayment into this provision). (18 O.S. § 2012.1(B); see 18 O.S. § 2055.1)
• Loss of good standing: an LLC that fails to file the annual certificate and pay the fee within 60 days after the due date ceases to be in good standing, and the Secretary of State will not accept most filings or issue a certificate of good standing until reinstatement. (18 O.S. § 2055.2(D)-(E))
• An LLC that has ceased to be in good standing (or a foreign LLC that has ceased to be registered) may not maintain any action, suit, or proceeding in an Oklahoma court until reinstated; it may still defend actions and its contracts remain valid (18 O.S. § 2055.3(C)). (18 O.S. § 2055.2(F))
• Reinstatement of an LLC (including one whose articles were canceled under § 2012.1(B)) requires filing all delinquent annual certificates and paying all delinquent annual certificate fees or registered agent fees, plus an application for reinstatement; a name change may be forced if the old name is no longer available. (18 O.S. § 2055.3(A))

How you get served anyway

When an entity has no registered agent or the agent cannot be found, service of process may be made by serving the Secretary of State as the entity's agent, as provided in 12 O.S. § 2004 (the civil procedure code). Stated for corporations after an uncured agent resignation (§ 1026(C)) and generally for LLCs (§ 2010(E)).

"If a limited liability company or registered series has no registered agent or the registered agent cannot be found, then service of process on the limited liability company or registered series may be made by serving the Secretary of State as its agent as provided in Section 2004 of Title 12 of the Oklahoma Statutes." — 18 O.S. § 2010(E) (LLC); 18 O.S. § 1026(C) (corporation)

Who may serve

A corporation must continuously maintain a registered agent and registered office at a physical street address where process can be personally served; the registered office may NOT be a commercial mail receiving agency, mail forwarding business, or virtual office. The agent must be (a) an Oregon-resident individual whose business office is identical to the registered office, (b) a domestic corporation, LLC, professional corporation, or nonprofit corporation with an identical business office, or (c) an authorized foreign equivalent with an identical business office. Parallel LLC provision at ORS 63.111.

"A corporation shall continuously maintain in this state a registered agent and registered office ... The registered office must be located at a physical street address where process may be personally served on the registered agent. The registered office may not be a commercial mail receiving agency, a mail forwarding business or a virtual office. (2) A registered agent must be: (a) An individual who resides in this state and whose business office is identical to the registered office; (b) A domestic corporation, domestic limited liability company ... or (c) A foreign corporation ... authorized to transact business in this state, the business office of which is identical to the registered office." — ORS 60.111

If you fail to maintain an agent

• Being without a registered agent or registered office, or failing to notify the Secretary of State of an agent/office change, resignation, or discontinuance, is a ground for administrative dissolution; the corporation gets written notice and 45 days to cure before the Secretary dissolves it (ORS 60.651(2)). LLC parallel at ORS 63.647. (ORS 60.647(4)-(5))
• Failure to appoint or maintain a registered agent or registered office, or failure to inform the Secretary of State of agent/office changes under ORS 60.724 or 60.727, is a ground for revoking a foreign corporation's authority to transact business in Oregon. (ORS 60.737(4)-(5))
• An administratively dissolved corporation continues to exist but may not carry on any activities except winding up; it may apply for reinstatement within five years of dissolution, and reinstatement relates back as if dissolution never occurred. No reinstatement fee amount is stated in the chapter. (ORS 60.651(3); ORS 60.654(1), (3))

How you get served anyway

The Secretary of State becomes the corporation's agent for service whenever it fails to appoint or maintain a registered agent, or the agent cannot with reasonable diligence be found at the registered office; the serving party must also mail copies to the corporation's last registered office and to an address reasonably likely to give actual notice, and file proof with the court. LLC parallel at ORS 63.121.

"The Secretary of State shall be an agent of a corporation including a dissolved corporation upon whom any such process, notice or demand may be served whenever the corporation fails to appoint or maintain a registered agent in this state or whenever the corporation's registered agent cannot with reasonable diligence be found at the registered office." — ORS 60.121(2)-(3)

Who may serve

Pennsylvania does not require a registered AGENT at all - it requires a registered OFFICE. Every business corporation (15 Pa.C.S. § 1507(a)) and every LLC (§ 8825(a)) must continuously maintain a registered office in the Commonwealth, which may but need not be its place of business - so an entity effectively acts as its own agent by listing its own Pennsylvania address. In lieu of a registered address, an entity may state the name of a Commercial Registered Office Provider (CROP) that has filed a statement with the Department of State (§ 109). Registered foreign associations have the same registered-office duty (§ 411(f)).

"(a) General rule.--Every business corporation shall have and continuously maintain in this Commonwealth a registered office which may, but need not, be the same as its place of business." — 15 Pa.C.S. § 1507(a); see also §§ 109, 411(f), 8825(a)

If you fail to maintain an agent

• Title 15 ties administrative dissolution to the annual report, not to the registered office: the Department may administratively dissolve a domestic filing entity that does not deliver its annual report within six months after it is due (applies to reports due on or after January 4, 2027), after notice and a 60-day cure window (§ 382(b)). No administrative-dissolution ground based on failure to maintain a registered office was found. (15 Pa.C.S. § 381(a); § 382)
• The Department may terminate a registered foreign association's registration if it fails to amend its registration when required, has been dissolved in its home jurisdiction, or fails to deliver its annual report within six months after due (reports due on or after January 4, 2027); effective no less than 60 days after notice unless cured. Failure to maintain the registered office is not itself a listed ground. (15 Pa.C.S. § 419(a), (d))
• A foreign filing association or foreign LLP doing business in Pennsylvania without registering (registration includes the § 411(f) registered-office duty) may not maintain an action or proceeding in Pennsylvania courts until registered; failure does not impair its contracts or prevent it from defending. (15 Pa.C.S. § 411(b))

Who may serve

Every corporation must maintain in Puerto Rico a designated office (oficina designada) and a resident agent (agente residente) at that office. The agent may be (i) the corporation itself, (ii) an individual resident of Puerto Rico, or (iii) a legal entity organized under Puerto Rico law or a foreign entity authorized to do business in Puerto Rico, whose business office must in each case coincide with the corporation's designated office, ordinarily open during working hours to receive service of process. LLCs must maintain a registered office and resident agent under the same Chapter III rules (art. 19.04), and authorized foreign corporations must continuously maintain both (art. 13.10(A)).

"A. Toda corporación deberá mantener en el Estado Libre Asociado un agente residente, quien podrá ser: (i) la propia corporación; (ii) un individuo residente en el Estado Libre Asociado; (iii) una persona jurídica organizada bajo las leyes del Estado Libre Asociado de Puerto Rico o foránea, autorizada a hacer negocios en el Estado Libre Asociado, cuya oficina de negocios deberá, en cada caso, coincidir con la oficina designada de la corporación, la cual, de ordinario, está abierta durante horas laborales para recibir emplazamientos y realizar las funciones propias de un agente residente." — Ley 164-2009 arts. 3.01-3.02, 13.10(A), 19.04; 14 L.P.R.A. §§ 3541-3542, 3810, 3954

If you fail to maintain an agent

• If the resident agent resigns without a successor and the corporation does not designate a new resident agent within 30 days of the resignation filing, the Secretary of State annuls the corporation's authority to do business in Puerto Rico and cancels its certificate of incorporation. (Ley 164-2009 art. 3.06(B); 14 L.P.R.A. § 3546)
• The Secretary of State may commence a proceeding under art. 13.15 to revoke a foreign corporation's certificate of authorization if it lacks a resident agent or designated office in Puerto Rico for 60 days or more; the corporation gets a 60-day cure window after notice, and on revocation the Secretary of State becomes its agent for service of process (art. 13.15(D)). (Ley 164-2009 arts. 13.14(C)(2), 13.15; 14 L.P.R.A. §§ 3814-3815)
• A foreign corporation that violates Chapter XIII (which includes the continuous resident agent and designated office duty of art. 13.10(A)) may be fined at least $200 per violation; any agent doing business in Puerto Rico for a non-compliant foreign corporation is fined $100 to $500. (Ley 164-2009 art. 13.14(A)-(B); 14 L.P.R.A. § 3814)
• If a foreign corporation's certified resident agent dies, leaves Puerto Rico, or resigns, the corporation must substitute, designate and certify a new resident agent to the Secretary of State within 10 days. (Ley 164-2009 art. 13.10(D); 14 L.P.R.A. § 3810)

How you get served anyway

Domestic corporations are served on any officer, director or registered agent, at such a person's dwelling, or at the designated office; if with due diligence no authorized person can be served, service proceeds under the Puerto Rico Rules of Civil Procedure (art. 12.01(B)). For an authorized foreign corporation, absent a resident agent every officer, director or agent found in Puerto Rico is deemed its agent for service (art. 13.11(A)), and it may be served by registered or certified mail to its secretary at the designated office if it has no resident agent or the agent cannot be served with reasonable diligence (art. 13.11(B)). After revocation of authorization, the Secretary of State is the foreign corporation's agent for service (art. 13.15(D)); an equivalent consent to service through the Secretary of State applies on withdrawal (art. 13.12(C)).

"B. Se podrá emplazar una corporación foránea por correo registrado o certificado con acuse de recibo, dirigido al secretario de la corporación foránea en su oficina designada, según se consigna en su solicitud para un certificado de autorización o en su informe anual más reciente si la corporación foránea: 1. No tiene agente residente o no se puede emplazar al agente residente con diligencia razonable; 2. ha dejado de hacer negocios en el Estado Libre Asociado con arreglo al Artículo 13.12 de esta Ley o; 3. se le ha revocado su certificado de autorización con arreglo al Artículo 13.15 de esta Ley." — Ley 164-2009 arts. 12.01(B), 13.11, 13.12(C), 13.15(D); 14 L.P.R.A. §§ 3781, 3811, 3812, 3815

Who may serve

Each corporation must continuously maintain a registered office and a registered agent, who may be an individual RI resident, or a domestic (or authorized foreign) corporation, LP, LLP, or LLC, in each case having a business office identical with the registered agent's office that is generally open during normal business hours to accept service of process; if the agent is an attorney, the agent's usual business address may differ from the registered office. LLCs: a resident agent who is an individual RI resident or a domestic/authorized corporation, LP, or LLC (§ 7-16-11(a)).

"Each corporation shall have and continuously maintain in this state: (1) A registered office ... (2) A registered agent, who may be: (i) An individual resident in this state; (ii) A domestic corporation, a domestic limited partnership, a domestic limited liability partnership, a domestic limited liability company; or (iii) A foreign corporation ... authorized to transact business in this state, in each case, having a business office identical with the office of such registered agent which generally is open during normal business hours to accept service of process ..." — R.I. Gen. Laws § 7-1.2-501(a); § 7-16-11(a) (LLC)

If you fail to maintain an agent

• The Secretary of State may revoke a corporation's articles of incorporation if it has failed for 30 days to appoint and maintain a registered agent, or failed to file the statement of change after changing its registered office or agent - after not less than 60 days' mailed notice and failure to cure. Upon the certificate of revocation, the corporation's authority to transact business ceases (§ 7-1.2-1311(b)). (R.I. Gen. Laws § 7-1.2-1310(a)(4)-(5))
• A foreign corporation's certificate of authority may be revoked when it fails to appoint and maintain a registered agent in Rhode Island, or fails to file the statement of change after changing its registered office or agent, after not less than 60 days' notice. (R.I. Gen. Laws § 7-1.2-1414(a)(2)-(3))
• LLC parallel: the Secretary of State may revoke an LLC's certificate of organization or registration if it has failed for 30 days to appoint and maintain a resident agent, or failed to file the statement of change of resident agent, after 60 days' notice; upon revocation the LLC's authority to transact business ceases (§ 7-16-42(b)). (R.I. Gen. Laws § 7-16-41(a)(4)-(5))
• Reinstatement after revocation (available within 20 years) requires filing the missed documents, paying a penalty of $50 for each year or part of a year since the certificate of revocation issued, and filing a certificate of good standing from the division of taxation; a name change can be forced if the old name was taken. Corp penalty is in the fee statute; the LLC penalty is stated in § 7-16-43(a)(2). (R.I. Gen. Laws § 7-1.2-1602(b)(1); § 7-1.2-1312(a); § 7-16-43(a)(2) (LLC))
• Criminal exposure for unauthorized designation: designating a registered agent without the agent's authority is a misdemeanor punishable by a fine up to $1,000, up to one year imprisonment, or both. (R.I. Gen. Laws § 7-1.2-501(b))

How you get served anyway

If a corporation fails to appoint or maintain a registered agent, or the agent cannot with reasonable diligence be found at the registered office, the Secretary of State is the corporation's agent for service; duplicate copies are left with the Secretary, who forwards one by certified mail to the corporation's registered office; service is returnable in not less than 30 days. LLC parallel: the Secretary of State is appointed agent if no resident agent has been appointed, the agent's authority is revoked, or the agent cannot be found or served with reasonable diligence (§ 7-16-11(e)).

"Whenever a corporation fails to appoint or maintain a registered agent in this state, or whenever its registered agent cannot with reasonable diligence be found at the registered office, then the secretary of state is an agent of the corporation upon whom any process, notice, or demand may be served. Service on the secretary of state ... is made by delivering to and leaving with him or her ... duplicate copies of the process, notice, or demand." — R.I. Gen. Laws § 7-1.2-503(b); § 7-16-11(e) (LLC)

Who may serve

A corporation's registered agent may be an individual SC resident, a domestic corporation or nonprofit corporation, or a foreign corporation or nonprofit authorized to transact business in SC - in each case with a business office identical to the registered office. For LLCs, the agent for service of process must be an individual SC resident, a domestic corporation, another LLC, or a foreign corporation or foreign company authorized to do business in SC (S.C. Code Ann. § 33-44-108(b)).

"Each corporation must continuously maintain in this State: (1) a registered office that may be the same as any of its places of business; and (2) a registered agent, who may be: (i) an individual who resides in this State and whose business office is identical with the registered office; (ii) a domestic corporation or not-for-profit domestic corporation whose business office is identical with the registered office; or (iii) a foreign corporation or not-for-profit foreign corporation authorized to transact business in this state whose business office is identical with the registered office." — S.C. Code Ann. § 33-5-101

If you fail to maintain an agent

• The Secretary of State must commence administrative dissolution of a domestic corporation that is without a registered agent or registered office, or that fails to notify the SOS of agent/office changes or resignation. (S.C. Code Ann. § 33-14-200(a)(3)-(4))
• Effect of administrative dissolution: the corporation continues to exist but may only wind up and liquidate; it gets 60 days after SOS notice to cure before dissolution. (S.C. Code Ann. § 33-14-210(b), (d))
• A foreign corporation's certificate of authority is revoked if it is without a registered agent or registered office in SC or fails to inform the SOS of agent/office changes. (S.C. Code Ann. § 33-15-300(a)(3)-(4))
• A foreign corporation transacting business in SC without a certificate of authority (e.g., after revocation) may not maintain a proceeding in any SC court until it obtains one. (S.C. Code Ann. § 33-15-102(a))
• Civil penalty of $10 per day (capped at $1,000 per year) for a foreign corporation transacting business in SC without a certificate of authority. (S.C. Code Ann. § 33-15-102(d))
• Reinstatement after administrative dissolution costs $25 (corporation fee schedule; same $25 for LLCs under § 33-44-1204(a)(11)) and requires a Department of Revenue tax-clearance certificate. (S.C. Code Ann. § 33-1-220(a)(16); § 33-14-220(a)(4))

How you get served anyway

For LLCs, if the company fails to appoint or maintain an agent for service of process, or the agent cannot with reasonable diligence be found, the Secretary of State becomes the company's agent; the SOS forwards a copy by registered or certified mail to the company's designated office. For corporations the entity code defers to Title 15 (civil procedure): 'Service of process on a corporation must be in accord with the applicable provisions of Title 15' (§ 33-5-104). A revoked foreign corporation's revocation itself appoints the SOS as its agent for service (§ 33-15-310(e)).

"If a limited liability company or foreign limited liability company fails to appoint or maintain an agent for service of process in this State or the agent for service of process cannot with reasonable diligence be found at the agent's address, the Secretary of State is an agent of the company upon whom process, notice, or demand may be served." — S.C. Code Ann. § 33-44-111(b)

Who may serve

SD uses the Model Registered Agents Act (SDCL ch. 59-11) for all filing entities; the business corporation act's own agent sections (47-1A-501 to 47-1A-504) were repealed when it was adopted. An entity names either a commercial registered agent (listed with the SOS under § 59-11-7), a noncommercial registered agent (an individual or a domestic or foreign entity that serves in SD as agent, § 59-11-2(15)), or the holder of an office or position with the entity. Filings must state an actual street address or rural route box number in SD (§ 59-11-5).

"A registered agent filing must state: (1) The name of the represented entity's commercial registered agent; or (2) If the entity does not have a commercial registered agent: (a) The name and address of the entity's noncommercial registered agent; or (b) The title of an office or other position with the entity if service of process is to be sent to the person holding that office or position, and the address of the business office of that person." — SDCL § 59-11-6

If you fail to maintain an agent

• A domestic corporation without a registered agent for 60 days or more, or that fails to notify the SOS of an agent change or resignation within 60 days, may be administratively dissolved (after notice and a 60-day cure window, § 47-1A-1421). (SDCL § 47-1A-1420(3)-(4))
• A foreign corporation without a registered agent in SD for 60 days or more, or that fails to file notice of an agent change or resignation within 60 days, faces revocation of its certificate of authority. (SDCL § 47-1A-1530(3)-(4))
• Corporate reinstatement after administrative dissolution costs $300 plus delinquent annual-report fees and penalties; a Department of Revenue tax-clearance certificate is also required (§ 47-1A-1422). (SDCL § 47-1A-122(17))
• LLC reinstatement after administrative dissolution costs $150 plus delinquent annual-report filing fees. (SDCL § 47-34A-811(a))
• A foreign corporation transacting business in SD without a certificate of authority (e.g., after revocation) may not maintain a proceeding in any SD court until it obtains one. (SDCL § 47-1A-1502)
• Civil penalty of $100 per day (capped at $1,000 per year) for a foreign corporation transacting business in SD without a certificate of authority. (SDCL § 47-1A-1502.2)
• Effect of administrative dissolution: the corporation continues to exist but may only wind up and liquidate; the agent's own authority is not terminated. (SDCL § 47-1A-1421)

How you get served anyway

Under the Model Registered Agents Act, if an entity no longer has a registered agent or the agent cannot with reasonable diligence be served, service is by registered or certified mail addressed to the entity's governors by name at its principal office - not on the Secretary of State. If that fails, process may be handed to the manager, clerk, or person in charge of any regular place of business (§ 59-11-17). Separately, revocation of a foreign corporation's certificate of authority appoints the SOS its agent for service (§ 47-1A-1531.1).

"If an entity that previously filed a registered agent filing with the secretary of state no longer has a registered agent, or if its registered agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, addressed to the governors of the entity by name at its principal office in accordance with any applicable judicial rules and procedures. ... Service is perfected under this section at the earliest of: (1) The date the entity receives the mail; (2) The date shown on the return receipt, if signed on behalf of the entity; or (3) Five days after its deposit with the United States Postal Service..." — SDCL § 59-11-16

Who may serve

Same rule for corporations (§ 48-15-101) and LLCs (§ 48-249-109): the registered agent must maintain an office at the same street address as the registered office and may be an individual TN resident, or virtually any domestic entity (corporation, nonprofit, LLC, general partnership, LP, or registered LLP), or the foreign counterpart of any of those if authorized to transact business in TN. The 2023 amendment (Acts 2023, ch. 102) broadened the eligible entity types.

"Each corporation must continuously maintain in this state: ... (2) A registered agent who maintains an office at the same street address as the registered office, and who may be: (A) An individual who resides in this state, a domestic corporation, a not-for-profit domestic corporation, a domestic LLC, a domestic general partnership, a domestic limited partnership, or a domestic registered limited liability partnership; or (B) A foreign corporation, a not-for-profit foreign corporation, a foreign LLC, a foreign general partnership, a foreign limited partnership, or a foreign registered limited liability partnership that is authorized to transact business in this state." — Tenn. Code Ann. § 48-15-101(a)

If you fail to maintain an agent

• A corporation without a registered agent or registered office for two months or more, or that fails to notify the SOS of agent/office changes within two months, may be administratively dissolved (after notice and a two-month cure window, § 48-24-202). (Tenn. Code Ann. § 48-24-201(2), (4))
• Same two-month rule for LLCs under the Revised LLC Act: an LLC without a registered agent or registered office for two months or more, or that fails to notify the SOS of changes, may be administratively dissolved. (Tenn. Code Ann. § 48-249-604(2), (4))
• A foreign corporation without a registered agent or registered office in TN for two months or more faces revocation of its certificate of authority; the revocation itself appoints the SOS as its agent for service of process (§ 48-25-302(d)). (Tenn. Code Ann. § 48-25-301(2)-(3))
• Effect of administrative dissolution: the corporation continues to exist but may not carry on any business except winding up and liquidating. (Tenn. Code Ann. § 48-24-202(c))
• Reinstatement after administrative dissolution costs $70 and requires a confirmation of good standing (tax clearance); reinstatement after administrative revocation (foreign) is also $70. (Tenn. Code Ann. § 48-11-303(a)(23), (a)(32))

How you get served anyway

If a domestic or foreign corporation fails to appoint or maintain a registered agent, or the agent cannot be found with reasonable diligence, the Secretary of State becomes the corporation's agent for service; § 48-15-105 sets the procedure (duplicate certified copies plus the fee to the SOS, who forwards by registered/certified mail; judgment barred for one month after service completes). The Revised LLC Act carries a parallel mechanism (§ 48-249-112, service on LLC).

"Whenever a domestic or foreign corporation authorized to do business in this state fails to appoint or maintain a registered agent in this state, whenever its registered agent cannot be found with reasonable diligence, whenever a foreign corporation shall transact business or conduct affairs in this state without first procuring a certificate of authority to do so from the secretary of state, or whenever the certificate of authority of a foreign corporation shall have been withdrawn or revoked, then the secretary of state shall be an agent of such corporation upon whom any such process, notice or demand may be served." — Tenn. Code Ann. § 48-15-104(b)

Who may serve

One unified rule for all filing entities and foreign filing entities (BOC ch. 5 applies code-wide): the registered agent may be a Texas-resident individual or an organization registered/authorized to do business in Texas - but never the entity itself - and in either case the agent must have consented in the SOS's written or electronic form and must maintain a business office at the registered office address. The registered office must be a street address where process can be personally served and may not be solely a mailbox or telephone answering service; an organization serving as agent must have an employee available there during normal business hours (§ 5.201(d)).

"The registered agent ... may be: (A) an individual who: (i) is a resident of this state; and (ii) has consented in a written or electronic form to be developed by the office of the secretary of state to serve as the registered agent of the entity; or (B) an organization, other than the filing entity or foreign filing entity to be represented, that: (i) is registered or authorized to do business in this state; and (ii) has consented in a written or electronic form ... and (3) must maintain a business office at the same address as the entity's registered office. (c) The registered office ... (3) may not be solely a mailbox service or a telephone answering service." — Tex. Bus. Orgs. Code § 5.201(b)-(c)

If you fail to maintain an agent

• The SOS may involuntarily terminate a domestic filing entity's existence if it fails to maintain a registered agent or registered office and does not cure within 90 days of the SOS's mailed notice. (Tex. Bus. Orgs. Code § 11.251(b)(1)(B))
• The SOS may revoke a foreign filing entity's registration if it fails to maintain a registered agent or registered office in Texas and does not cure within 90 days of mailed notice. (Tex. Bus. Orgs. Code § 9.101(b)(1)(B))
• Reinstatement after involuntary termination or revocation costs $75 (for-profit corporations; LLCs pay the same fee via § 4.154) and requires a comptroller tax-clearance letter for taxable entities (§ 11.253(c)(2)). Reinstatement before the third anniversary makes existence continuous (§ 11.253(d)). (Tex. Bus. Orgs. Code § 4.152(14))
• A foreign filing entity transacting business in Texas without registration (e.g., after revocation) may not maintain an action, suit, or proceeding in a Texas court on a cause arising out of that business until registered. (Tex. Bus. Orgs. Code § 9.051(b))
• An unregistered foreign filing entity transacting business in Texas is liable to the state for a civil penalty equal to all fees and taxes it would have paid had it registered, plus penalties and interest; the attorney general may sue to recover. (Tex. Bus. Orgs. Code § 9.052(a))
• Late filing fee for a foreign entity that transacted business more than 90 days without registering: the registration fee multiplied by each (full or partial) calendar year of unregistered business. (Tex. Bus. Orgs. Code § 9.054)
• Naming a person as registered agent without their consent is a false filing: civil liability for damages, court costs and attorney's fees (§ 4.007), and a criminal offense - Class A misdemeanor, or state jail felony if intent to defraud or harm (§ 4.008); the named person may file a no-fee statement of rejection (§ 5.205). (Tex. Bus. Orgs. Code §§ 5.207, 4.008(b))

How you get served anyway

The Secretary of State is the entity's agent for service if a filing entity or foreign filing entity fails to appoint or maintain a registered agent, or the agent cannot with reasonable diligence be found at the registered office (also for a foreign entity whose registration is revoked or that transacts business unregistered). Service is effected by delivering duplicate copies plus the required fee to the SOS, who forwards one copy by certified mail to the entity's most recent address on file (§§ 5.252-5.253). Certain officers, partners, managers and members are also agents for service as a matter of law (§ 5.255).

"The secretary of state is an agent of an entity for purposes of service of process, notice, or demand on the entity if: (1) the entity is a filing entity or a foreign filing entity and: (A) the entity fails to appoint or does not maintain a registered agent in this state; or (B) the registered agent of the entity cannot with reasonable diligence be found at the registered office of the entity; or (2) the entity is a foreign filing entity and: (A) the entity's registration to do business under this code is revoked; or (B) the entity transacts business in this state without being registered as required by Chapter 9." — Tex. Bus. Orgs. Code § 5.251

Who may serve

Utah's Model Registered Agents Act (ch. 16-17) governs all entity types. The agent may be a listed commercial registered agent or a noncommercial registered agent - defined as an individual or a domestic or foreign entity that serves in this state (or the holder of a designated office/position with the entity). Every registered-agent filing must state an actual street address in Utah (Utah Code 16-17-202). No express residency or authorized-to-transact-business restriction appears in the chapter beyond the in-state street address requirement. Corporations and LLCs designate per this chapter (Utah Code 16-10a; 48-3a-111).

""Noncommercial registered agent" means a person that is not listed as a commercial registered agent under Section 16-17-204 and that is: (a) an individual or a domestic or foreign entity that serves in this state as the agent for service of process of an entity; or (b) the individual who holds the office or other position in an entity that is designated as the agent for service of process pursuant to Subsection 16-17-203(1)(b)(ii)." — Utah Code 16-17-102(14); see also 16-17-202, 16-17-203(1), 48-3a-111(1)

If you fail to maintain an agent

• A corporation without a registered agent for 30 days or more, or that fails to notify the Division within 30 days of an agent change or resignation, is subject to administrative dissolution (60-day cure window after notice). (Utah Code 16-10a-1420(3)-(4); procedure at 16-10a-1421)
• An LLC that lacks a registered agent for 60 consecutive days may be administratively dissolved (60-day cure window after notice). (Utah Code 48-3a-708(1)(c))
• A foreign corporation without a registered agent for 30 days or more, or that fails to report an agent change or resignation within 30 days, may have its authority to transact business revoked. (Utah Code 16-10a-1530(3)-(4); procedure at 16-10a-1531)
• A registered foreign LLC's registration may be terminated for not having a registered agent or for failing to file a statement of change within 30 days of an agent name/address change (60-day effective-date/cure window). (Utah Code 48-3a-910(1)(c)-(d))
• A foreign corporation (or foreign LLC) transacting business without authority may not maintain a proceeding in any Utah court until it files for authority/registers. (Utah Code 16-10a-1502(1); 48-3a-902(2))
• A foreign corporation transacting business without authority owes $100 per day (capped at $5,000 per year); each officer or agent who authorizes or transacts such business is subject to a penalty up to $1,000; a court shall also enjoin further business. (Utah Code 16-10a-1502(4)-(5))
• Reinstatement after administrative dissolution requires paying all fees, taxes, interest, and penalties due at dissolution plus those that would have accrued during dissolution (no dollar amount stated in statute; corporate reinstatement also requires the new registered agent's written consent). (Utah Code 48-3a-709(4); 16-10a-1422(1)(a)(vi)-(vii), (1)(b))

How you get served anyway

If an entity no longer has a registered agent, or the agent cannot with reasonable diligence be served, service may be made by registered or certified mail addressed to the entity's governors at its principal office; failing that, by handing a copy to the manager, clerk, or other person in charge of any regular place of business. Utah's MRAA has no service-on-the-Secretary-of-State fallback.

"If an entity that previously filed a registered agent filing with the division no longer has a registered agent, or if its registered agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, addressed to the governors of the entity by name at its principal office in accordance with any applicable judicial rules and procedures." — Utah Code 16-17-301(2)-(3)

Who may serve

Partial only. Each corporation must continuously maintain a registered office and a registered agent 'pursuant to 11 V.S.A. § 1655, whose business office is identical with the registered office'; LLCs must designate 'an agent for service of process pursuant to section 1655 of this title' (11 V.S.A. § 4007). Vermont's 2025 Act 10 moved WHO may serve, appointment mechanics, and resignation into 11 V.S.A. § 1655 (Title 11, ch. 21), which is not in the corpus, so the substantive eligibility criteria could not be verified.

"Each corporation must continuously maintain in this State: (1) a registered office that may be the same as any of its places of business; and (2) a registered agent for service of process pursuant to 11 V.S.A. § 1655, whose business office is identical with the registered office." — 11A V.S.A. § 5.01; 11 V.S.A. § 4007

If you fail to maintain an agent

• The Secretary of State shall terminate a foreign corporation's certificate of authority if it is without a registered agent or registered office in Vermont, or fails to report an agent/office change or resignation. (11A V.S.A. § 15.30(a)(3)-(4))
• The Secretary of State may revoke a foreign LLC's certificate of authority if it does not appoint and maintain an agent for service of process, or fails to file a statement of change within 30 days of an agent name/address change (60-day cure window). (11 V.S.A. § 4117(a)(1)(B)-(C))
• Termination of a foreign corporation's certificate of authority appoints the Secretary of State as the corporation's agent for service of process for causes of action arising while it was authorized. (11A V.S.A. § 15.30(d))
• A terminated foreign corporation must correct each ground and pay a reinstatement fee of $25.00 for each year it is delinquent; a domestic corporation involuntarily terminated for annual-report failure pays the annual report fee plus a $50.00 reinstatement fee per year missed; an LLC pays a $35.00 reinstatement fee. (11A V.S.A. § 15.30(e); 11A V.S.A. § 1.22(d); 11 V.S.A. § 4012(a)(17))
• A foreign corporation (or foreign LLC) transacting business without a certificate of authority may not maintain a proceeding or raise a counterclaim, crossclaim, or affirmative defense in any Vermont court until it obtains one. (11A V.S.A. § 15.02(a); 11 V.S.A. § 4119(a)(1))
• A foreign LLC transacting business without a certificate of authority is liable for $50.00 per day (max $10,000.00 per year) plus back fees. (11 V.S.A. § 4119(e)(1)-(2))

Who may serve

Every domestic corporation must maintain a principal office or place of business in the USVI with a resident agent in charge of it, who may be an officer of the corporation, an individual resident in the USVI, or a corporation located in the USVI, on whom process against the corporation can be served (§ 51). A qualified foreign corporation's agent must at appointment be an individual resident in, or a corporation located in, the USVI (§§ 401, 405(a)). An LLC (domestic, or foreign authorized to do business) must continuously maintain a designated office plus an agent for service of process with a physical address; the LLC agent must be an individual VI resident, a domestic corporation, another LLC, or a foreign corporation or company authorized to do business in the VI (§ 1109).

"Every corporation shall maintain a principal office or place of business in the United States Virgin Islands and shall have a resident agent in charge thereof, who may be an officer of the corporation, or an individual resident in, or a corporation located in the United States Virgin Islands on whom service of legal process against the corporation can be made. ... [LLCs:] An agent must be an individual resident of the Virgin Islands, a domestic corporation, another limited liability company, or a foreign corporation or foreign company authorized to do business in the Virgin Islands." — 13 V.I.C. §§ 51, 401, 405(a) (corporations); 13 V.I.C. § 1109 (LLCs)

If you fail to maintain an agent

• If a resident agent resigns without a successor and the corporation fails to designate a new resident agent before the resignation becomes effective (30 days after filing), the Lieutenant Governor certifies the facts to the United States attorney, who must commence an action in the district court to forfeit the corporation's charter. (13 V.I.C. § 55(c))
• A foreign corporation doing any business in the USVI without complying with 13 V.I.C. §§ 401-405 (which include designating and maintaining an authorized agent) may be fined up to $500 per offense; any agent transacting business for such a corporation faces the same fine. (13 V.I.C. § 406)
• If a qualified foreign corporation's designated agent dies, removes from the USVI, or resigns, the corporation must substitute, designate and certify a new agent to the Lieutenant Governor within 10 days. (13 V.I.C. § 405(c))

How you get served anyway

Domestic corporations: if process cannot with due diligence be served on any authorized person, it may be served in duplicate on the Lieutenant Governor (plaintiff pays $25, taxed as costs if plaintiff prevails), and the Lieutenant Governor notifies the corporation by letter at its last registered office (§ 348). Qualified foreign corporations: if the corporation has no designated agent at the time, process, orders and notices may be served on the Lieutenant Governor or an official designated by him (§ 404); after withdrawal, service is on the Lieutenant Governor with a $25 fee (§ 407(c)-(d)). LLCs, domestic and foreign: if the company fails to appoint or maintain an agent, or the agent cannot with reasonable diligence be found at its address, the Lieutenant Governor is deemed the company's agent, with service perfected per § 1112(c).

"In case legal process against a corporation cannot by due diligence be served upon any person authorized to receive it, such process, including the complaint, may be served in duplicate upon the Lieutenant Governor, which service shall be effectual for all purposes of law. ... [LLCs:] If a limited liability company or foreign limited liability company fails to appoint or maintain an agent for service of process within the Virgin Islands or the agent for service of process cannot with reasonable diligence be found at the agent's address, the Lieutenant Governor shall be deemed an agent of the company upon whom process, notice, or demand may be served." — 13 V.I.C. §§ 348, 404, 407(c)-(d), 1112(b)-(c)

Who may serve

Virginia is unusually restrictive. A corporation's registered agent must be either (a) an individual Virginia resident who is an officer or director of the corporation OR a member of the Virginia State Bar, with a business office identical to the registered office, or (b) a domestic or foreign stock or nonstock corporation, LLC, or registered LLP authorized to transact business in Virginia (which may not serve as its own registered agent). For LLCs the resident-individual category is broader: a member or manager (or member/manager/officer/GP/trustee of an entity that is a member or manager), a Virginia State Bar member, or a Virginia-resident 'officer of the limited liability company' available at the registered office during business hours (Va. Code § 13.1-1015(A)(2)).

"2. A registered agent, who shall be: a. An individual who is a resident of the Commonwealth and (i) either an officer or director of the corporation or (ii) a member of the Virginia State Bar and whose business office is identical with the registered office; or b. A domestic or foreign stock or nonstock corporation, limited liability company, or registered limited liability partnership authorized to transact business in the Commonwealth, the business office of which is identical with the registered office; provided such a registered agent (i) shall not be its own registered agent..." — Va. Code § 13.1-634(A)(2) (corporations); § 13.1-1015(A)(2) (LLCs); § 13.1-763 (foreign corporations)

If you fail to maintain an agent

• If a corporation's registered agent resigns and no statement of change is filed within 31 days, the Commission mails a notice; failure to appoint a new agent by the end of the second month after the notice automatically terminates the corporation's existence. The same mechanism automatically cancels an LLC's existence (Va. Code § 13.1-1050.2(B)). (Va. Code § 13.1-752(B); parallel LLC provision at § 13.1-1050.2(B))
• The Commission may involuntarily terminate a corporation's existence (or an LLC's, § 13.1-1050.3(A)(2)) for failing to maintain a registered office or registered agent; properties pass to directors (or managers/members) as trustees in liquidation. (Va. Code § 13.1-753(A)(ii); parallel LLC provision at § 13.1-1050.3(A)(2))
• A foreign corporation whose registered agent resigns and that fails to file a statement of change within 31 days (plus the two-month notice period) has its certificate of authority automatically revoked; the Commission may also involuntarily revoke for failure to maintain a registered office or agent (§ 13.1-769(A)(2)). (Va. Code § 13.1-768(C); § 13.1-769(A)(2))
• Reinstatement within five years requires a $100 reinstatement fee plus all annual registration fees and penalties that accrued to the date of reinstatement (same $100 fee for corporations, foreign corporations, and LLCs). (Va. Code § 13.1-754(B)(2)-(3); § 13.1-769.1(B)(2); § 13.1-1050.4(B)(2))
• A foreign corporation transacting business in Virginia without a certificate of authority may not maintain a proceeding in any Virginia court until it obtains one. (Va. Code § 13.1-758(A))
• Each officer, director, and employee who knowingly does business in Virginia for a foreign corporation lacking a certificate of authority is personally liable for a penalty of $500 to $5,000. (Va. Code § 13.1-758(D))

How you get served anyway

When a corporation (or LLC, § 13.1-1018(B), or foreign corporation, § 13.1-766(B)) fails to appoint or maintain a registered agent, or the agent cannot with reasonable diligence be found at the registered office, the clerk of the State Corporation Commission becomes the entity's agent for service, made per § 12.1-19.1 (outside this corpus).

"Whenever a corporation fails to appoint or maintain a registered agent in this Commonwealth, or whenever its registered agent cannot with reasonable diligence be found at the registered office, then the clerk of the Commission shall be an agent of the corporation upon whom service may be made in accordance with § 12.1-19.1." — Va. Code § 13.1-637(B); parallel provisions at § 13.1-1018(B) (LLC) and § 13.1-766(B) (foreign corp)

Who may serve

Washington's Uniform Business Organizations Code hub chapter (RCW 23.95, art. 4) governs registered agents for ALL entity types; RCW 23B.05.010 and the LLC act simply cross-reference it. Every domestic entity and registered foreign entity must maintain a registered agent (RCW 23.95.405), which may be a commercial registered agent, a noncommercial registered agent - an individual or domestic or foreign entity that serves in this state - or the holder of a designated office or position with the entity (RCW 23.95.415(1)(b)(ii)). Required addresses must be a street address in this state (RCW 23.95.410). No residency or authorized-to-transact-business restriction appears beyond the in-state street address.

""Noncommercial registered agent" means a person that is not a commercial registered agent and is: (a) An individual or domestic or foreign entity that serves in this state as the registered agent of an entity; (b) An individual who holds the office or other position in an entity which is designated as the registered agent pursuant to RCW 23.95.415(1)(b)(ii); or (c) A government, governmental subdivision, agency, or instrumentality ... that serves as the registered agent of an entity." — RCW 23.95.405; 23.95.105(22); 23.95.410; 23.95.415(1)

If you fail to maintain an agent

• A domestic entity (any type except a domestic LLP, RCW 23.95.600) that has no registered agent for 30 consecutive days is subject to administrative dissolution (60-day cure window after notice; a dissolved entity may only wind up). (RCW 23.95.605(3); procedure and effect at RCW 23.95.610)
• The secretary of state may terminate a registered foreign entity's registration if it does not have a registered agent as required, or fails to file a statement of change after the agent's name or address changes (60-day cure window after notice). (RCW 23.95.550(1)(c)-(d))
• Reinstatement (available up to five years after administrative dissolution) requires paying all annual license/renewal fees that would have been assessed during dissolution, plus a penalty fee set by secretary of state rule, plus the fee for the year of reinstatement - no dollar amount is stated in the statute. (RCW 23.95.615(2))
• A foreign entity doing business in Washington may not maintain an action or proceeding unless it is registered and has paid all fees and penalties for the unregistered period. (RCW 23.95.505(2))
• A foreign entity transacting business without registration is liable to the state for all fees that would have been imposed had it registered and filed all reports, plus all penalties for failure to pay those fees. (RCW 23.95.505(5))

How you get served anyway

If an entity ceases to have a registered agent, or the agent cannot with reasonable diligence be served, service may be made by registered/certified mail (or commercial delivery) to the entity's principal office as shown in its most recent annual report; failing that, by handing a copy to the individual in charge of any regular place of business; and if all of those fail, the secretary of state is the entity's agent for service of process.

"If a represented entity ceases to have a registered agent, or if its registered agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, or by similar commercial delivery service, addressed to the entity at the entity's principal office. ... (4) The secretary of state shall be an agent of the entity for service of process if process, notice, or demand cannot be served on an entity pursuant to subsection (1), (2), or (3) of this section." — RCW 23.95.450(2)-(4)

Who may serve

For corporations, the registered agent may be an in-state resident individual, a domestic corporation or nonprofit corporation, or an authorized foreign corporation or nonprofit corporation, in each case with a business office identical to the registered office (W. Va. Code § 31D-5-501). For LLCs, the agent must be an individual resident of the state, a domestic corporation, another LLC, or an authorized foreign corporation or company (§ 31B-1-108(b)). Note both statutes say the entity 'may' (not 'shall') continuously maintain an agent; the Secretary of State is statutory attorney-in-fact regardless.

"Each corporation may continuously maintain in this state: (1) A registered office that may be the same as any of its places of business; and (2) A registered agent, who may be: (A) An individual who resides in this state and whose business office is identical with the registered office; (B) A domestic corporation or domestic nonprofit corporation whose business office is identical with the registered office; or (C) A foreign corporation or foreign nonprofit corporation authorized to transact business in this state whose business office is identical with the registered office." — W. Va. Code § 31D-5-501; § 31B-1-108(a)-(b)

If you fail to maintain an agent

• The Secretary of State may administratively dissolve a corporation that does not notify the office within 60 days that its registered agent or registered office changed, that its agent resigned, or that its office was discontinued, after written notice and a 60-day cure period under § 31D-14-1421. (W. Va. Code § 31D-14-1420(a)(2))
• A foreign corporation's certificate of authority may be revoked for failing to inform the Secretary of State of an agent or office change, resignation, or discontinuance within 60 days. (W. Va. Code § 31D-15-1530(2))
• A foreign LLC's certificate of authority may be revoked if the company fails to file a statement of change in the name or business address of its agent, on at least 60 days notice. (W. Va. Code § 31B-10-1006(a)(1)(iii))
• A foreign corporation transacting business without a certificate of authority (which requires listing any registered office and agent on the application, § 31D-15-1503(a)(5)) cannot maintain a proceeding in any West Virginia circuit court; the foreign LLC parallel is § 31B-10-1008(a). (W. Va. Code § 31D-15-1502(a))
• Reinstatement after administrative dissolution is available only within two years, and the application must include a Tax Commissioner certificate that all taxes owed have been paid; the LLC parallel is § 31B-8-811. (W. Va. Code § 31D-14-1422(a))

How you get served anyway

If an LLC fails to appoint or maintain an agent, or the agent cannot with reasonable diligence be found, the Secretary of State is the company's agent for service. For corporations, an entity with no agent may be served by registered or certified mail addressed to the corporation's secretary at its principal office (§ 31D-5-504(b)), and the Secretary of State is additionally constituted attorney-in-fact for every domestic corporation with authority to accept service (§ 31D-5-504(c)), forwarding process by certified mail and requiring a fee set by § 59-1-2 (outside this corpus).

"If a limited liability company or foreign limited liability company fails to appoint or maintain an agent for service of process in this state or the agent for service of process cannot with reasonable diligence be found at the agent's address, the Secretary of State is an agent of the company upon whom process, notice or demand may be served." — W. Va. Code § 31B-1-111(b); see also § 31D-5-504(b)-(c)

Who may serve

Every corporation must designate and maintain a registered office and registered agent; the agent may be a resident natural person, or a domestic (or authorized foreign) corporation, nonprofit/nonstock corporation, LLC, LP, or LLP, in each case with a business office identical to the registered office. The registered office must be a physical street address (no PO box, mailbox service, or answering service) and the agent must have an e-mail address and a place of business or activity in the state. LLC rules are parallel at Wis. Stat. § 183.0115.

"Each corporation shall designate and maintain a registered office and registered agent in this state. ... The registered office must be an actual physical location with a street address and not solely a post office box, mailbox service, or telephone answering service. The registered agent shall be any of the following: (a) A natural person who resides in this state and whose business office is identical with the registered office. ... (2m) A registered agent for a corporation must have an e-mail address and a place of business or activity in this state." — Wis. Stat. § 180.0501(1m)-(2m); § 183.0115

If you fail to maintain an agent

• A corporation may be administratively dissolved if it is without a registered agent or registered office for at least one year, or fails for one year to notify the department of an agent change, resignation, or office discontinuance (60-day cure period under § 180.1421(2)). (Wis. Stat. § 180.1420(3)-(4))
• An LLC may be administratively dissolved on the same one-year agentless or one-year failure-to-notify grounds. (Wis. Stat. § 183.0708(1)(c)-(d))
• On administrative dissolution the entity loses the exclusive right to its name (LLC parallel at § 183.0708(4m)). (Wis. Stat. § 180.1421(4))
• A foreign corporation's certificate of authority may be revoked if it is without a registered agent or office for at least 6 months, or fails to notify within 6 months of a change or resignation; the foreign LLC registration-termination parallel is § 183.09101(1)(c)-(d). (Wis. Stat. § 180.1530(1)(c)-(d))
• A foreign corporation transacting business without a required certificate of authority cannot maintain a proceeding in any Wisconsin court; the foreign LLC parallel is § 183.0902(2). (Wis. Stat. § 180.1502(1))
• A foreign corporation transacting business without authority owes all back fees and charges plus 50 percent of that amount or $5,000, whichever is less, per year; the foreign LLC parallel is § 183.0902(6). To reinstate a revoked certificate within 6 months, the foreign corporation must pay fees or penalties due under s. 180.1502(5)(a) or $5,000, whichever is less (§ 180.1531(2)(c)1.b.). (Wis. Stat. § 180.1502(5)(a))

How you get served anyway

Wisconsin's fallback is not service on a state officer: if the entity has no registered agent or the agent cannot with reasonable diligence be served, service is by registered or certified mail (or similar delivery service) to the entity's principal office; failing that, by handing a copy to the individual in charge of any regular place of business, and finally by publishing a class 3 notice. The LLC parallel is § 183.0119(2)-(3). Foreign corporations that withdrew or lost authority are served the same mail route under § 180.1510(3)-(4).

"if a corporation has no registered agent or its registered agent cannot with reasonable diligence be served, the corporation may be served by registered or certified mail, return receipt requested, or by similar delivery service, addressed to the corporation at its principal office, as shown on the records of the department on the date of sending. ... If process, notice, or demand in an action cannot be served on a corporation pursuant to sub. (1) or (2), service may be made by handing a copy to the individual in charge of any regular place of business or activity of the corporation" — Wis. Stat. § 180.0504(2)-(3)

Who may serve

Wyoming has a unified registered agent chapter (17-28) applying to every 'business entity' (corporation, nonprofit, LLC, LP, cooperative, statutory trust or foundation, LLP, foreign or domestic, § 17-28-101(b)). The agent must be an individual at least 18 who resides in Wyoming with a business office identical to the registered office, or a domestic or authorized foreign business entity with a written agency agreement designating a natural person to accept service. The registered office must be a Wyoming street address where the agent (or that natural person) is physically present, and anyone acting as agent for more than 10 entities must register as a commercial registered agent (§ 17-28-105). Agent and entity must each maintain an e-mail address (§ 17-28-101(e)). The corporation and LLC acts incorporate ch. 28 wholesale (§ 17-16-501; § 17-29-113).

"(ii) A registered agent, who shall be: (A) An individual who is at least eighteen (18) years of age, resides in this state and whose business office is identical with the registered office; (B) A domestic business entity whose business office is identical with the registered office and which has a written agreement creating an agency relationship with an individual providing for acceptance of service of process as provided in W.S. 17-28-104; (C) A foreign business entity authorized to transact business in this state whose business office is identical with the registered office ..." — Wyo. Stat. § 17-28-101(a)-(b)

If you fail to maintain an agent

• A corporation may be administratively dissolved if it is without a registered agent or registered office (no waiting period stated), or fails to notify the Secretary of State within 30 days of an agent change, resignation, or office discontinuance; there is a 60-day cure window after notice (§ 17-16-1421(b)). Failure to pay registered agent chapter penalties is a separate ground (§ 17-16-1420(a)(x)). (Wyo. Stat. § 17-16-1420(a)(iii)-(iv))
• An LLC without a registered agent or office for any reason is deemed to be transacting business without authority and, unless it complies within 60 days of notice, is deemed defunct and forfeits its articles of organization. (Wyo. Stat. § 17-29-705(a))
• A foreign corporation's certificate of authority may be revoked if it is without a registered agent or office, or fails to inform the Secretary of State within 30 days of an agent change or resignation; foreign LLCs are revoked and reinstated the same way under § 17-29-114. (Wyo. Stat. § 17-16-1530(a)(iii)-(iv))
• The moment an agent resigns with no successor appointed, the Secretary of State classifies the entity as delinquent awaiting administrative dissolution, revocation, or forfeiture. (Wyo. Stat. § 17-28-103(f))
• A corporation administratively dissolved specifically for failure to maintain a registered agent must pay a $250 reinstatement fee plus delinquent fees and taxes, within a two-year window; an LLC deemed defunct pays a reinstatement fee set by rule plus a $250 penalty (§ 17-29-705(a)). (Wyo. Stat. § 17-16-1422(a)(v))
• A foreign corporation transacting business without a certificate of authority (whose application must be accompanied by the agent's written consent, § 17-16-1503(c)) cannot maintain a proceeding in any Wyoming court; applies to foreign LLCs via § 17-29-114. An agentless LLC is expressly 'deemed to be transacting business within this state without authority' (§ 17-29-705(a)). (Wyo. Stat. § 17-16-1502(a))
• A foreign corporation transacting business without authority is liable for all back fees and license taxes plus 18 percent interest, a $5,000 penalty, audit expenses, and attorney fees. Separately, the Secretary of State may impose up to $500 per violation per entity on registered agents under the agent chapter (§ 17-28-109(a)), and unpaid agent-chapter penalties are themselves a dissolution/revocation ground (§ 17-16-1420(a)(x); § 17-16-1530(a)(ix)). (Wyo. Stat. § 17-16-1502(d))

How you get served anyway

Two fallbacks in the unified agent chapter: if an entity has no agent or the agent cannot with reasonable diligence be served, service is by registered or certified mail to the entity's principal office (§ 17-28-104(b)), and every entity must execute at formation a consent to electronic service by the Secretary of State for that agentless scenario (§ 17-28-104(e)). Additionally, when an agent resigns and no successor is appointed, service is on the Secretary of State until a new appointment is made or the entity is dissolved or revoked (§ 17-28-103(e)); the SOS is likewise the agent for revoked foreign corporations (§ 17-16-1531(d)).

"(b) If a business entity has no registered agent, or the agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, addressed to the entity at its principal office. ... [§ 17-28-103(e)] If an agency appointment is terminated under the provisions of this section and no successor is appointed, service of process on the business entity shall be upon the secretary of state until a new appointment is made or until the entity is administratively dissolved or revoked." — Wyo. Stat. § 17-28-104(b); § 17-28-103(e)