When you set up an LLC in Delaware, it’s a mandatory requirement to have a registered agent. You’ll appoint a Delaware registered agent when you file your LLC’s Certificate of Formation, and the agent will handle various important communications, such as service of process, for your LLC.
Here’s how to appoint a registered agent in Delaware, including who can be one, how to name one, and how to change one.
What is a Delaware registered agent?
A registered agent acts as your LLC’s official contact. You’ll need to name someone who meets the state’s minimal requirements, and it should be someone who is responsible enough to handle communications on behalf of your LLC.
Registered agent’s purpose
As your LLC’s official contact, your chosen registered agent will receive all official communications from the State of Delaware. These papers and emails can include:
- Tax notices, such as the annual LLC tax notice ($400, due June 1).
- Service of process (if someone ever sues your LLC).
- Other official forms, letters, notifications and communications.
Requirements for a registered agent
Delaware has minimal requirements as to who can serve as a registered agent. Your LLC’s registered agent must:
- Be a Delaware resident, the LLC itself, or a business entity with an office in Delaware.
- Have a Delaware street address (not a post office box, virtual-only office or mail-forwarding service) where it is generally present or open during business hours.
- Consent to serve as your LLC’s registered agent.
The individual should also be responsible enough to promptly and properly relay any communications that your LLC receives. Your LLC must also give its agent a “communications contact”: the name, address and phone number of a person the agent can reach.
Can I be my own registered agent in Delaware?
Yes, you can be your own registered agent. Any member or employee can serve as your LLC’s agent, provided the person meets the state’s residency requirement.
Being your own registered agent comes with several downsides, however.
- Your name will be on public record as the LLC’s registered agent.
- Your address will be on public record as the LLC’s registered office.
- You’ll have to regularly spend time receiving and filing important communications.
- You could face an embarrassing situation if you are ever personally issued service of process.
If you’re comfortable having contact information made public and are generally available during business hours, you may want to serve as your own registered agent. You’ll save a little by not hiring a registered agent service. Registered agent services typically cost $50–$300 per year, and Tailor Brands’ registered agent service is $199 per year. Many business owners decide that outsourcing this role to a registered agent service is a worthwhile expense, though.
If your business eventually expands into other states, you’ll need an agent with a physical address in each state where your LLC registers to do business.
How to Appoint a Registered Agent
You’ll appoint a registered agent when you file your LLC’s Certificate of Formation with the Delaware Division of Corporations. You can file the form online, by mail or in person.
- Online: Submit your completed Certificate of Formation through the Division of Corporations’ eCorp Document Upload Service. The form has a place for your registered agent’s name and address. You can pay by credit card or ACH. The state filing fee is $110 for domestic (in-state) LLCs and $200 for foreign (out-of-state) LLCs.
- By mail: Download the Certificate of Formation of a Limited Liability Company from the Delaware Division of Corporations. Use the Certificate of Registration if filing a foreign LLC. The Certificate of Formation requires the registered office and registered agent in Section 2. The completed and signed form should be mailed to the Delaware Division of Corporations, PO Box 898, Dover, DE 19903 (use 401 Federal St., Suite 4, Dover, DE 19901 for express mail). Include a check made out to the Delaware Secretary of State in the amount of your LLC’s filing fee.
- In person: Follow the same process as by mail, downloading the Certificate of Formation of a Limited Liability Company and completing Section 2, or use the Certificate of Registration. Bring the completed and signed form to the Delaware Division of Corporations, 401 Federal St., Suite 4, Dover, DE 19901. In-person visits are by appointment only.
You should, of course, confirm that your chosen person consents to serve as your LLC’s registered agent. The form doesn’t ask the agent to sign, so get the agent’s agreement before you file.
How do I change my registered agent?
To change your LLC’s registered agent in Delaware, you need to file a Certificate of Amendment. You can download the Certificate of Amendment (change of registered agent) for LLCs from the Delaware Division of Corporations. There are different ones for foreign LLCs, corporations, foreign corporations, partnerships, LPs, LLPs, foreign LPs and foreign LLPs.
The certificate is straightforward and somewhat similar to your LLC’s original Certificate of Formation. You’ll provide the new registered office and registered agent information.
The fee to change your LLC’s registered agent is $50. Be sure to factor this into your overall Delaware LLC cost so you can budget accurately for any future updates or changes to your business information.
You can submit the Certificate of Amendment by mail, in person or online.
- By mail: Mail the completed form to the Delaware Division of Corporations, PO Box 898, Dover, DE 19903 (use 401 Federal St., Suite 4, Dover, DE 19901 for express mail). Include a check made out to the Delaware Secretary of State.
- In person: Bring the completed form to the Delaware Division of Corporations, 401 Federal St., Suite 4, Dover, DE 19901. In-person visits are by appointment only.
- Online: Upload a completed digital version of the form through the Delaware ECorp Business Services platform, and include a card number for payment. This isn’t the same as Delaware One Stop.
Benefits of using a Delaware registered agent service
When you hire a registered agent service, someone else can take care of receiving communications for you. There are several benefits to using a Delaware registered agent service.
Peace of mind
You can trust that a responsible and knowledgeable professional is receiving all official business communications sent to the registered office and that they’re properly filing or passing on the communications.
With communications attended to, you can stop worrying about important but menial mailings. Sleep well at night knowing that your business’s communications are attended to, and spend your days working on what actually grows your business.
Privacy
When you use a registered agent service, your name and address aren’t publicly affiliated with your LLC. The service’s office address becomes the registered office address, and the service’s name is the registered agent’s name.
Almost all business owners who have only home offices want to keep their residential street addresses private. In certain situations, business owners may also not want their LLC’s address or their personal name made public. Anyone can access information that’s public record.
Compliance with the state law
A registered agent service handles communications for many businesses in Delaware. The service’s team members will know how to properly handle and file communications, ensuring that your business remains in compliance with any applicable Delaware state laws.
Flexibility
Registered agents should be generally available during business hours, so they can get the mail, make phone calls if necessary, and receive service of process should they ever have to.
When you use a registered agent service, you don’t have to worry about maintaining regular business hours. You can maintain whatever hours make sense for your LLC, and you can travel without worrying about who’s going to check the mail.
Reduces paperwork
You don’t need more papers at your LLC’s office. A registered agent service won’t just take care of filing various documents; many services will even scan digital copies for you.
Conclusion
Appointing a registered agent is a mandatory requirement in Delaware, one you cannot escape from. However, understanding the requirements and responsibilities of the agent will definitely help you decide if it’s a task you’re willing (time and effort wise) to tackle on your own or hire a registered agent service for. It’s totally up to you!
FAQ
A Delaware registered agent is a person or business with a physical Delaware address who receives official state and legal documents for your LLC.
Yes, Delaware law requires every LLC to appoint and maintain a registered agent to remain in good standing.
Yes, you can serve as your own registered agent if you live in Delaware and are generally present at a Delaware street address where documents can be delivered to you.
Yes, as long as the business is authorized to operate in Delaware and meets the state’s requirements.
A professional service ensures you never miss important documents, helps maintain privacy, and keeps your business compliant with state deadlines.
If an agent resigns and you don’t appoint a new one within 30 days, Delaware cancels your LLC’s certificate of formation.