Every LLC in Virginia must appoint and maintain a Virginia Registered Agent. This is a person or business entity that agrees to receive service of process on behalf of an LLC in Virginia. This agent is required to maintain a physical address where process servers can deliver legal documents if and when necessary.
Service of process generally refers to legal documents like lawsuits, summons, notices, etc. These documents are delivered by process servers. A registered agent is required to receive these documents. These documents should be forwarded to the LLC for action as soon as possible.
Besides service of process, registered agents may also receive general communication from the state. This involves things like tax notices and other documents. A VA Registered Agent is often a point of contact between the state and the LLC.
This is an important responsibility, so some thought is necessary when making the decision on appointing a registered agent. Virginia requires LLCs to maintain a registered agent in the state at all times. In fact, the state will not approve an LLC’s Articles of Organization unless a registered agent has already been appointed.
Requirements From A VA Registered Agent
An LLC is free to appoint a registered agent of their choice as long as the following conditions are met:
- The registered agent must be capable of receiving legal documents.
- Registered Agents must maintain a physical street address where service of process can be delivered. PO Box addresses or similar services aren’t accepted.
- If the agent is a person, they should be a Virginia resident.
- If the agent is a business entity, they should maintain an office in Virginia and be allowed to do business in the state.
The business entity mentioned above is usually a commercial registered agent. These are companies that offer their services as registered agents in exchange of a fee.
Given the requirements, you’ll notice that LLCs have excellent freedom in choosing their registered agent. Does this mean you could be your LLC’s registered agent?
Can I Be My Own Registered Agent In Virginia?
Yes, you can be your LLC’s registered agent in Virginia. However, you must fulfill the residency and physical address requirements of the state. Given the wide variety of choices available, as long as the address requirements are fulfilled, you get a wide range of choices.
The registered agent for your LLC can be:
- A friend or family member.
- A commercial registered agent.
It’s worth noting that while Virginia allows LLCs/Corporations to act as registered agents, an LLC can’t be its own registered agent.
What Are The Responsibilities Of A Registered Agent?
A VA Registered Agent should be capable of fulfilling the following responsibilities:
- Maintain a physical street address (registered office) for the LLC.
- Receive service of process on behalf of the LLC and forward it to the company as soon as possible.
- Receive communication and documents from the state and forward them to the LLC.
- Maintain normal business hours (9 am to 5 pm).
It’s worth noting that a registered agent doesn’t necessarily have to be a full time employee of the company. For example, commercial registered agents simply offer their services for a fee and are otherwise unaffiliated with the company.
The Pitfalls Of Being Your Own Registered Agent In Virginia
Working as the registered agent yourself (or having friends/family do it) seems like a reasonable thing to do. After all, you could take this route and save on the fee of hiring a commercial registered agent. But there are possible issues with being your LLC’s own registered agent.
Since a registered agent is expected to maintain the physical address at all times, you may have trouble planning vacations. It may also be inconvenient to step out for a while. Though unlikely, there is a scenario where process servers arrive while you’re away!
The other consideration is privacy. Address and details of registered agents form part of the public record. While these are freely available from the state, several services or websites might also publish these details or share them with their clients.
Many people are uneasy with their details (name, address, etc.) being so freely available. If you or your family/friends are uncomfortable with this situation, looking into hiring a commercial agent is worth it.
Virginia Commercial Registered Agents
Several Virginia companies offer their services as registered agents for a fee. This specific fee can vary depending on the agent you choose and the services they offer. Several commercial registered agents do offer additional services, which might be beneficial or useful for your company.
In any case, your Virginia registered agent search should be thorough and take a good look at the quality of service on offer. At the very minimum, you should expect the following from your VA commercial registered agent.
- Professional Service: A commercial agent should have a fully staffed office and well-trained office staff. This ensures proper handling of service of process and its delivery to the LLC.
- Discreet: Service of process is delivered to the address of the commercial registered agent. Since a commercial agent is at a different location than your business, you can be safe from the possible embarrassment of being served with a lawsuit in front of clients, customers, or employees.
- Privacy: The address of the registered office in public record will be that of the commercial registered agent. This keeps your address off the public record and affords better privacy.
- Convenient: Having a commercial registered agent handling all related tasks can be very convenient. You can spend the time and resources on better things, like running and expanding your business.
How To Change My VA Registered Agent?
It is impressively convenient and easy to change your registered agent in Virginia. There is no processing fee and the form can be completed and filed online! The state offers more details on its Registered Agent webpage and FAQs.
If filing online isn’t your style, you can always file the form via mail with the Office of the Clerk of the State. The change of Virginia Registered Agent will require filing Statement of Change of Registered Office and/or Registered Agent of a Corporation.