Is A Maine Registered Agent Necessary For Your Business?
If you are planning to start a business as a Maine corporation, Limited Liability Company (LLC), Limited Liability Partnership (LLP), or Limited Partnership (LP), you must identify a registered agent who is a central point of contact for the entity. Without a registered agent in place, not only may you fail to receive critical paperwork, but you may also jeopardize your good standing status in Maine.
Here, I’ll explain what the registered agent is, the duties, the requirements to be one, and more.
Registered Agent Overview
A registered agent (also referred to as a resident agent or statutory agent in some states) is a person or company that is designated to be the official point of contact between the government and your business entity.
The primary responsibility of a registered agent in Maine is to accept important legal notices and tax documents and then forward them to the appropriate person in the business.
A registered agent is required by the Secretary of State when forming an LLC, LLP, LP, or corporation in Maine. This appointment is first made in the entity formation documents (Certificate of Formation or Articles of Incorporation) but can be changed at any time.
Requirements to be a Maine Registered Agent
A registered agent in Maine can be any resident of the state who is 18 years or older, a registered Maine domestic business entity, or a foreign business entity authorized to do business in the state. An entity may not be its own agent.
The registered agent needs to have a physical street address (often referred to as a registered office or principal office) in the state of Maine. This can be your home address, the address of a family member, an accountant or attorney, the address of the business, or a professional registered agent service. Any physical address in the state may be used, but PO Boxes and mail drop services are not acceptable since someone has to be available to sign for documents.
The agent will also need to be available to receive Service of Process on behalf of the business during normal business hours. Service of process refers to the delivery of legal documents, often a summons, subpoena, or lawsuit filed against a business entity.
If a registered agent isn’t maintained, there are several potential negative outcomes for the business.
- Not Receiving Legal Notices – Even if the listed registered agent cannot receive legal notices, this lawsuit will still proceed. If a process server is unsuccessful in reaching the company’s registered agent, the court can proceed with the case. This could result in a judgment being placed against the business without the owners knowing.
- Penalties and Fees – By not maintaining a current registered agent, penalties and state fees can be levied against the entity and, in some cases, the owners too. Once an entity is no longer in good standing with the state, the owners may lose their liability protection and are at risk personally.
- Entity Closure – Waiting too long to remedy the lack of a registered agent may result in the administrative closure or dissolving the entity.
Common Questions About Maine Registered Agents
Does Maine require a registered agent?
The requirements for an entity to have a registered agent are formed under state of Maine law, Chapter 6-A: Model Registered Agents Act, §114, which mandates that registered entities will have and continuously maintain a registered agent and registered office within the state.
What is a noncommercial registered agent in Maine?
A noncommercial registered agent in Maine refers to any resident in Maine, such as a business, owner, LLC member, officer, director, etc., who agrees to be the registered agent for a business.
What is a commercial registered agent in Maine?
A commercial registered agent refers to a company that agrees to act as a registered agent for a Maine business.
Even though a business owner can be the registered agent for the entity, there are a few reasons they prefer to hire a registered agent service.
Privacy – The address of the registered agent becomes public record and is available for anybody to see. This can be especially concerning if someone is doing business on the side, and they don’t want their employer to know about the business. Also, if the business is sued, the notice will be delivered to the address on file. This could mean employees, customers, or even neighbors witnessing the event. There is also the remote possibility of a vindictive litigant or upset customer showing up at your house.
Availability – Maine requires the registered agent to be available at the principal address during regular business hours. The biggest issue with availability, especially if a home address is used, is if the agent goes on vacation or is otherwise away for some period of time and can’t be reached.
Due Date Reminders – Registered agent services provide annual report reminders and updates on any state requirements.
How much does a Maine registered agent service cost?
Depending on the services provided, a commercial registered agent service typically costs between $100-$150 per year. Northwest Registered Agent is a popular service that charges $125 per year and offers several extras such as document scanning and mail forwarding and Harbor Compliance has a basic service starting at $99.
Some entity formation companies, like IncFile, includes registered agent service at no cost for the first year when you register your corporation or LLC with them.
How does an owner select a registered agent in Maine?
Before an entity can legally be created in Maine, a registered agent must be appointed. After the initial filing, a registered agent can be changed by filing a Statement of Appointment or Change of a Maine Registered Agent.
How do you change your registered agent in Maine?
Any time a registered agent changes in Maine, the entity is required to file a change of it’s registered agent by filing the Statement of Appointment or Change of a Maine Registered Agent and paying a filing fee to the Maine Secretary of State
In addition to filing the form, the LLC operating agreement or corporation bylaws should be updated with the registered agent information.
Does a sole proprietor need a registered agent?
Only entities registered with the Maine Secretary of State, such as corporations and LLCs, need to register a registered agent. Sole proprietorships and general partnerships do not.