When opening an LLC in NY, a requirement for all businesses registered in the state is to have an agent for service of process. “Agent for service of process” is the state’s term for a registered agent, as receiving service of process papers is one of the most important functions of a registered agent. They act as the official contact for a business, both for lawsuits and other purposes. 

By default, the New York Secretary of State is the assigned agent for service of process. You can change the registered agent, however, and there can be good reasons to do so. 

What Is a New York Registered Agent?

A New York registered agent is referred to as an agent for service of process, although both the state and others also use “registered agent.” The term “registered agent” is more often used if a limited liability company elects an agent for service of process other than the New York Secretary of State. 

Registered agent’s purpose:

The purpose of a registered agent is to act as the official contact for an LLC (or any other business). While customers will undoubtedly contact a business’s operations, official matters are sent to the business’s registered agent. For example, all of the following would most likely be sent to an agent rather than a business’s location: 

• Tax forms (e.g., annual forms, past-due notices)
• Official government documents (e.g., filing confirmations, annual reports)
• Service of process (e.g., papers notifying a business that it’s being sued)
• Other legal documents (e.g., regulator documents, notices of legal changes)

Requirements for a registered agent

An agent for service of process must have a street address somewhere within New York State. All official mailings will be sent to the agent’s address, and this is where papers will be served if the business is ever sued. The latter reason is why an LLC’s agent must have a physical street address in New York. 

There are a few other basic requirements your chosen registered agent must meet. The total legal requirements are that the agent must: 

• Have a street address in New York
• Be over the age of 18 (if an individual)
• Be a New York–registered business (if a commercial service)
• Be listed on your LLC’s documents filed with the state

You may elect any business or individual that meets these requirements, although it’s most common to elect a commercial registered agent service if using a business. If you choose an individual, they should generally be available during business hours to receive mailings. They also should be generally responsible, so all important communications are appropriately passed on. 

Can I Be My Own Registered Agent in New York?

Yes, you generally can be your own registered agent; provided you have a New York street address and meet the other requirements, there are no prohibitions against an LLC owner serving as their business’s agent for service of process. In fact, any other member of your LLC—or a friend for that matter—can serve in that capacity if they qualify similarly. 

The main reason you might not be qualified as a registered agent is if you don’t have a local address in New York. This may be an issue if you’re registering a foreign (out-of-state) LLC for operation in New York. It’s also something to keep in mind if you ever retire and change residency to another state, although changing your business’s registered agent at that point is simple (see “How to Change My Registered Agent”). 

Additionally, there are reasons you may not want to serve as a registered agent even though you’re qualified. In essence, your job is to be the owner of your LLC—and not necessarily the administrative contact. Selecting someone else to serve as your registered agent could free you to focus on your core competencies (see more on it below). 

How to Appoint a Registered Agent

You will have the option to appoint a registered agent when you file your LLC’s articles of organization. You can either hire an LLC formation service to take care of this for you or go through the steps yourself. 

If you’re going through everything yourself, there are some specific terms you’ll come across in the articles of organization and other documentation: 

• Agent for Service of Process: New York’s term for registered agent, especially when the Secretary of State is serving as the default agent. The agent’s role is to receive any service of process documents and other communications.
• Registered Agent: the same as agent for service of process, although more commonly used when you select an entity other than the Secretary. 
The agent’s role is to receive any service of process documents and other communications
• Registered Office: the street address of the registered agent, which must be in New York. This is where official communications are addressed and where process papers would most likely be served
• Principal Office: the primary location of your business, which doesn’t necessarily have to be in New York; also referred to as the business’s forwarding address.
The address doesn’t have to be made public. This is where the Secretary or registered agent will forward any communications received. (A registered agent might scan and email documents instead)

New York requires articles of organization to be filed online. You’ll have the option to select a registered agent other than the Secretary of State during this process. 

1. Sign up for a NY.gov ID if you don’t have one yet. This will grant you access to many online services, including the ability to register an LLC through Business Express. The Business Express platform is maintained by the Secretary of State and is the central portal for most online business filings. 
2. You’ll have access to the many different business filings Business Express offers. Navigate to the Articles of Organization once you’re logged in. 
3. The form’s “Service of Process” section has a place to provide a forwarding address, which again can be outside New York State. You’re required to provide this if you don’t choose an alternative registered agent. 
4. The immediately following “Registered Agent” section allows you to optionally choose a different registered agent. Should you choose to use a registered agent, you must check the box saying “include the following statement.” Although a note states that this isn’t required by statute, that’s only true if you don’t use a registered agent. You must agree with the statement if you’re using a registered agent.
   The next question allows you to manually “enter Registered Agent Information” or select a “Registered Agent Company.” You’ll need to manually provide the agent’s name and street address if you’re using an individual (including yourself). You can search from a list if you’re using a commercial registered agent service. 
5. Once the rest of the prompts are answered, the Articles of Organization get submitted. 
6. You must additionally pay a $200 LLC filing fee and a separate $50 publication fee. The publication fee doesn’t include actual publication costs. Both fees can be paid by credit or debit card. 

Of course, any registered agent you use must first consent to serve in this capacity. You can’t choose a registered agent without first confirming that the individual or commercial service is willing. 

How to Change My Registered Agent

If you want to change your LLC’s agent for service of process, you can do so by submitting a Certificate of Change. The state has several different certificates for various business entities: 

• Form DOS-1359-f is the certificate of change for domestic LLCs
• Form DOS-1626-f is for foreign LLCs
• Form DOS-1388-f is for foreign LPs
• Form DOS-1389-f is for foreign LPs

A certificate of change can be mailed, faxed, or dropped off in person. 

1. Download the appropriate form from the New York Department of State. Again, you most likely need the Certificate of Change for Domestic LLCs (Form DOS-1359-f). 
2. Complete the form by typing out your answers.
   Article 3 is where the contact information of your LLC can be updated. Article 3-2 allows you to update the forwarding address if the Secretary of State is (and will be) your LLC’s agent for service of process. Article 3-3 allows you to change (or institute) a registered agent and their address. 
3. Print and submit the form. You can mail or drop off the form at One Commerce Plaza, 99 Washington Ave., Albany, NY 12231. Alternatively, the form can be faxed to (518) 474-1418. The address is printed at the top of page 1, but the fax number isn’t. 
4. Include payment for the $30 change of registered agent fee ($20 for nonprofits). If you’re mailing the form, include either (a) a check made out to the Department of State, (b) a money order, or (c) a Credit Card/Debit Card Authorization. You can also pay via any of these methods or cash if you drop the form off in person. Credit Card/Debit Card Authorization is the only payment option if you fax your form. 

Of course, the new registered agent must be aware of the change and consent to it. 

Benefits of Using a New York Registered Agent Service

You have the option of appointing yourself or another individual to be your LLC’s registered agent, but you also can hire a commercial registered agent service. Although there’s a nominal fee to use the service, it’s usually affordable and offers several benefits. 

Reduce publication costs

Specific to New York, a commercial registered agent service may help you save on publication costs. 

All new New York LLCs are required to run certain publications in local papers, and they must do so in their county. The cost of advertisements can be quite high in certain regions, especially downstate. You can alternatively meet the publication requirements by running advertisements in your registered agent’s county, which could be much cheaper if you choose a commercial service in a low-cost area. 

Depending on your LLC’s location, the savings in publication costs could be greater than the cost of a commercial registered agent service for one year. You could potentially then change the registered agent after your business is established if you don’t wish to continue using the service for the other benefits listed here. 

Privacy

Since a registered agent acts as the official contact for an LLC, their address may be the only one listed for a business. Some businesses use a commercial registered agent service for privacy purposes, as it can hide the business’s actual location. You may want such privacy if you operate a home-based business or don’t interact with customers. 

Peace of mind

With a commercial registered agent service, you don’t have to personally handle all official communications nor do you need to worry about whether another individual is properly notifying you of important documents. You can have peace of mind, knowing that a professional resident agent service is properly attending to anything that your LLC is sent. 

Flexibility

A registered agent should generally be available during business hours, and they need to regularly check their mail. This can be annoying if you maintain non-standard hours, travel frequently, or only operate your business part-time. Using a commercial service allows you the freedom and flexibility to run your business as you choose, without worrying about receiving mail. 

Reduces paperwork

Most commercial registered agent services will promptly scan all received documents, so you can access them in digital form. You can not only reduce your paperwork by having a commercial service take care of many items for you, but you can also have all papers digitized. 

Compliance with the state law

Commercial registered agent services are themselves registered with New York State. These services know and comply with all applicable state laws. 

Conclusion

Whether you’d like to serve as your own registered agent or hire a registered agent service, that’s up to you. It’s highly advised, however, to understand all the relevant mandatory New York requirements. Failing to keep those requirements may trigger penalties, late fees and other issues that a new LLC owner would probably like to avoid. 

If you need further assistance, we’re here to support you along the way!

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