Is a Registered Agent Needed in New Jersey?
Every New Jersey Limited Liability Company, Limited Liability Partnership, Limited Partnership, and corporation must maintain a registered agent in the state.
A registered agent is someone in the state where your business is registered who can receive legal documents and correspondence from the Secretary of State on your behalf and forward them to the business owners.
Learn more about what a registered agent is, their job duties, how to appoint one, and more.
What is a registered agent?
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 a New Jersey business entity.
What happens if you don’t have a registered agent in New Jersey?
Not only is a registered agent required by state law 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.
- 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 A New Jersey Registered Agent
Is a registered agent required in New Jersey?
The requirements for an entity to have a registered agent are formed under New Jersey Statutes § 42:2C-14 (LLC) and § 14A:4-1 (corporation), which mandate that registered entities will have and continuously maintain a registered agent and registered office within the state.
What is required of a registered agent in New Jersey?
A registered agent in New Jersey can be any resident of the state who is 18 years or older, a registered New Jersey 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 New Jersey. This can be your home address, the address of a family member, an accountant or attorney, the address of the business, or an Idaho 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.
Can the business owner be the registered agent for a company in New Jersey?
Yes! Any individual, owner, member, officer, director, etc., of a business entity that meets the state of New Jersey registered agent requirements can be a registered agent.
Should you be your own New Jersey registered agent?
Many business owners are also the registered agent for their company as it is less expensive than hiring a commercial registered agent service. While this is the route many businesses take, there are a few reasons to consider hiring 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.
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.
Availability – New Jersey 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.
How much does a 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 to appoint someone as the registered agent in New Jersey?
To appoint a registered agent in New Jersey, you will either include their information on for formation paperwork or file the Registered Agent Change Form (L-122) with the New Jersey Division of Revenue.
Can a registered agent be changed in New Jersey?
If the registered agent changes in New Jersey, the entity is required to file a change of registered agent.
A registered agent can be changed by submitting the Registered Agent Change Form with the NJ Division of Revenue or changing their information in the annual report.
In addition to filing the form, if your entity has an operating agreement (LLC) or bylaws (corporation), be sure to update those to include the name, address, and phone number of the new registered agent.
Does a sole proprietor need a registered agent?
Only entities registered with the Secretary of State, such as corporations and LLCs, need to register a registered agent. Sole proprietorships and general partnerships do not.
