Do You Need A Registered Agent in Missouri?
Before forming your Missouri corporation, Limited Liability Company (LLC), Limited Liability Partnership (LLP), or Limited Partnership (LP), you will need to select a registered agent.
Learn who the registered agent is, their job duties, the requirements to be one, and more.
Missouri Registered Agent Overview
A Missouri 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 a Missouri LLC corporation, Limited Liability Partnership (LLP), or Limited Partnership (LP).
The primary responsibility of a registered agent in Missouri is to accept important legal notices and tax documents and then forward them to the appropriate person in the business.
The requirements for an entity to have a registered agent are formed under Missouri Statutes Section 351.1027 (LLC) and Section 351.370 (corporation), which mandate that registered entities will have and continuously maintain a registered agent and registered office within the state. The agent must also be available during normal business hours to forward any service of process, notice, or demand pertaining to the entity to the appropriate individuals.
Not only is a registered agent required when forming an LLC or corporation, but you must maintain a registered agent to keep the entity in compliance. Besides the requirement of designating a registered agent at the time of formation, there are several reasons to have one:
- Not Receiving Legal Notices – 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.
- Administrative Dissolution – In Missouri, if the business doesn’t have a registered agent, the state can dissolve the entity.
- 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.
Common Questions About Missouri Registered Agents
What are the legal requirements for Missouri registered agents?
A registered agent in Missouri can either be an individual who is a resident of Missouri and whose business office is identical to the entity’s registered office, or it may be a corporation that is authorized to transact business in Missouri and has a business office identical with the entity’s registered office.
The registered agent needs to have a physical street address (often referred to as a registered office or principal office) in the state of Missouri. 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.
How does an owner select a registered agent in Missouri?
The registered agent appointment is first made in the entity formation documents, Articles of Organization (LLC) or Articles of Incorporation (corporation), or it can be changed by submitting the Statement of Change of Registered Agent and/or Registered Office to the Missouri Secretary of State.
What types of businesses are required to have Missouri registered agents?
Missouri corporations, Limited Liability Companies (LLC), Limited Liability Partnerships (LLP), and Limited Partnerships (LP) are required to have a registered agent.
Sole proprietorships and general partnerships in Missouri do not need a registered agent.
Can you be your own Missouri registered agent?
Yes! Any individual, business owner, LLC member, officer, director, etc., of a business entity that meets the state of Missouri registered agent requirements can be a registered agent.
Provided one of the members or officers lives in Missouri, it is less expensive to act as your own agent rather than hiring a service, and while this is the route many businesses take, there are a few reasons to consider hiring a Missouri 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 – Missouri 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.
If the Business Expands to Additional Locations – If the business has a physical presence in multiple states (offices, warehouses, employees, etc.), a foreign entity registration will often need to be filed with those states. A registered agent will need to be appointed with a physical address in each state.
Due Date Reminders – Registered agent services provide annual report reminders and updates on any state requirements.
How much does a registered agent service cost in Missouri?
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.
Can a registered agent be changed in Missouri?
If the registered agent changes, the entity is required to file a change of registered agent.
A registered agent can be changed by submitting the Statement of Change of Registered Agent and/or Registered Office along with the filing fee to the Secretary of State.
In addition to filing the form, if the entity has an operating agreement (LLC) or corporation (bylaws), the registered agent’s information should be updated.
