A Minnesota registered agent is a person or business entity that accepts service of process on behalf of an LLC in the state. Appointing and maintaining a registered agent in the state is mandatory. An LLC must appoint a registered agent before it submits the Articles of Organization to the Minnesota Secretary of State.
Service of process involves legal documents like notice of a lawsuit, subpoenas, summons, etc. These documents are delivered by process servers. Once the process servers deliver the documents, the LLC is deemed to have been notified of the court proceedings.
To reliably receive the service of process, the LLC’s Minnesota Registered Agent must maintain a physical address in the state. The agent also serves as a general point of contact for the state. Therefore, the agent might receive communication from the state, including payment reminders, tax notices, etc.
Who Can Be An MN Registered Agent?
Before an LLC appoints a registered agent, it should ensure that the agent conforms to the legal requirements laid down by the state. The state’s guidelines for requirements from agents are pretty straightforward and present plenty of options for an LLC. Nevertheless, the legal requirements must be fulfilled. These are:
- The registered agent must maintain a physical street address in Minnesota. PO Box addresses or similar can’t be used for the registered office.
- Minnesota requires that “The registered agent must maintain a business office that is identical with the registered office.” This means that the agent must be available at the stated address.
- If the agent is an individual, she/he should be an adult and legal resident of the state.
- If the agent is a business entity, it should have permission to do business in Minnesota and maintain an office in the state.
Basically, this allows the LLC to hire any resident of the state as its registered agent. LLCs do often hire business entities as their Minnesota registered agent. These are commercial agents that perform their duties in exchange for a fee.
Who Should Be The LLC’s Minnesota Registered Agent – Can I Be My Own Agent?
Given the wide range of options available, it is natural to consider who should be hired as the registered agent. But first, let’s look at the conventional options available. Of course, this assumes that the legal requirements listed above are satisfied.
- You can be your Minnesota LLC’s registered agent.
- It is possible to appoint a family member or friend to be the LLC’s registered agent.
- The LLC can hire a commercial registered agent.
If you (or your friends/family) cannot fulfill the residency requirements, choosing a commercial registered agent is the best option. This is often the case for people setting up a foreign LLC in Minnesota.
However, if you can fulfill the residency requirements, all these options become available. But before you decide to pick a random family member or friend, consider their ability to handle the responsibilities.
Responsibilities Of A Registered Agent In Minnesota
Receiving legal documents and notifications from the state is an important job. Though the agent doesn’t need to be a full-time employee of the company, they should be available to receive service of process if and when it arrives. Some responsibilities to consider are:
- The registered agent must maintain a physical address for the LLC in Minnesota.
- The agent should be available during normal business hours (9 am to 5 pm).
- In case service of process arrives, it’s the responsibility of the agent to receive it and immediately notify the LLC.
- If communication and documents from the state arrive, they should be forwarded to the LLC by the agent.
Some Considerations Of Being Your LLC’s Own Registered Agent
Considering the responsibilities of the agent and the way the system works, it is important to consider more aspects of being your own registered agent.
One consideration is that the agent should be continuously available during normal business hours. That can be a tough ask for individuals. If you (or a family member/friend) are functioning as the agent, you’d see the difficulty in fulfilling this condition.
Service of process might arrive when you’re away on vacation or otherwise unavailable. This could cause problems. Granted, the chances of this happening are low, but the risk should be considered anyway.
Privacy is another aspect. In fact, it is important enough that many commercial agents include it as a selling point. The address details of a registered agent become part of the public record in Minnesota. This means the details are freely available to anyone willing to look for them.
Many people aren’t comfortable with making their address and details freely available. This, of course, is an impediment to them working as a registered agent.
Commercial Registered Agents In Minnesota
Hiring a Minnesota commercial registered agent is often a more convenient choice than other options. This is because commercial agents are in a position to handle the requirements and responsibilities of registered agents.
Some of the advantages to expect from commercial agents are:
- Professional Service
Several commercial registered agents offer their services in Minnesota. Many of them offer services beyond just acting as registered agents. As such, the fee for each agent varies.
For basic services, you can expect to hire commercial agents for as low as $50 annually, though it is pretty rare. A more conventional figure would be somewhere around $100 annually.
How To Change Your Minnesota Registered Agent
To change your LLC’s Registered Agent, you’ll have to file a form for Notice of Change of Registered Office/Registered Agent. This form is filed with the Office of the Minnesota Secretary of State, Business Services.
The filing fee for this form is $35 if submitted via mail and $50 for online and in-person expedited submissions. Foreign LLCs submitting the form will have to pay $50 for submissions via mail and $70 for online and in-person expedited submissions.
It is also possible to change the Minnesota Registered Agent by filing an amendment with the LLC’s annual renewal requirement. Filing an Amendment of Articles can also be used to change the registered agent.
That said, filing the notice of change is the most convenient option available to use. Filing the amendments isn’t the best option available.