Every LLC in Massachusetts must appoint and maintain a resident agent in the state at all times. A Massachusetts registered agent is the same as the resident agent. MA uses the term “resident agent” while many other states use “registered agent”. Some states use the term “statutory agent”. Terminology aside, all of these are essentially the same and perform the same functions.
MA Resident Agent And Service Of Process
The Massachusetts Resident Agent is a person or business entity who agrees to receive service of process on behalf of an LLC. Service of process requires legal documents like lawsuits, complaints, summons, etc. To receive the service of process, the MA Agent must maintain a physical street address in the state.
Apart from service of process, the agent may also receive important communication from the state. It is the responsibility of the agent to receive and forward all relevant communication to the LLC.
Every LLC must appoint and maintain a resident agent. The state will not accept an LLC’s Certificate of Organization unless a resident agent has been appointed. Similarly, failure to maintain a resident agent (registered agent) can invite legal action from the state.
Role and requirements of the resident agent are defined in Massachusetts state statute c156D § 5.01.
Can I Be My Own Massachusetts Resident Agent?
Yes. Or, you could ask your friends or family members to take on this role. Many LLCs also hire a commercial resident agent for this role. As you see, there are plenty of options to pick from. However, MA does have some requirements that a resident agent must qualify.
MA Agent Requirements
Massachusetts has simple requirements needed for someone to qualify as a resident agent. A person or a business entity can operate as the resident agent, provided they fulfill the following conditions:
- The MA resident agent must maintain a physical address in Massachusetts. This address is called the registered office of the LLC. This is where service of process will be delivered if/when necessary.
- If the agent is a business, they should have permission to do business in Massachusetts. Additionally, they should also have an office in the state.
As is evident, the primary requirement from a Massachusetts Registered Agent is the maintenance of a physical address. Simple as it is, this is a position of great responsibility. An LLC appointing an agent should evaluate their fitness in fulfilling the responsibilities of an MA resident agent.
Responsibilities Of A Resident Agent In Massachusetts
While these aren’t legal requirements, you should expect your MA Resident Agent to fulfill the following responsibilities. These are an inherent part of the role and should be considered carefully.
- Maintain the registered office of the LLC (physical address).
- Be available during normal working hours (9 am to 5 pm).
- Receive service of process if/when it arrives. The documents should be forwarded to the LLC.
- Receive tax notices or similar communication from the state and forward them to the LLC.
Your choice of the resident agent must be governed by their ability to fulfill the responsibilities mentioned here.
Considerations For Being Your Own Resident Agent In MA
As already noted, there is no issue with being your own resident agent if you fulfill the residency (address) requirements. Whether you choose to do it yourself or ask your family/friends to do it, you should also consider the fitness to handle the responsibilities that come with this role.
For many people, continuously maintaining normal business hours can be a challenge. You could be away on vacation or otherwise unavailable when process servers arrive. Small as this possibility is, it does carry real risk.
Privacy is another aspect. The address of the agent is added to the public record. Therefore, it is freely accessible to anyone who wants to search for it. If you’re not comfortable with having your contact/address details so easily available, you may want to reconsider being the resident agent.
Commercial Resident Agents In Massachusetts
Several commercial resident agents offer their services in Massachusetts. The fee of the agents usually varies, but you can expect to hire an agent for somewhere near $100 annually. Some commercial agents also offer additional services, which will impact the fee they charge.
So, be careful when hiring an agent, and see the usability and advantage of the services for your LLC.
In most cases, these are the advantages of hiring a commercial resident agent:
- Professional Service: Commercial agents generally maintain a fully staffed office. You can expect the agent to maintain normal business hours. They’ll be well-prepared to receive service of process and forward it to the LLC quickly.
- Convenience: It should be more convenient to hire a commercial agent in MA, as compared to appointing yourself or friends/family as the resident agent.
- Privacy: Since the address of the commercial agent is the one being used on documents, your personal address can stay private.
How To Change MA Resident Agent?
Changing the resident agent (or address of the agent) for your Massachusetts LLC requires filing a Statement of Change of Resident Agent/Office with the Massachusetts Secretary of the Commonwealth (SOC).
If you intend to file the document via mail or in person, you’ll have to download and fill the relevant form. This (and other forms) are available on the SOC website. The filing fee for changing the Massachusetts registered agent via this form is $25 if filed via paper, fax, or mail.
It’s also possible to file this statement online. There may not be any associated fee when the form is filed electronically.
It usually takes 3-5 days for the state to process these changes.