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Each state has adopted its own statute which regulates the
formation and governing of entities such as corporations and
Limited Liability Companies (LLCs.) It's usually called the
Business Corporation Act (BCA) or Business Corporation Law
(BCL.) These acts are usually based on (and are very similar
to) the Revised Model Business Corporation Act (RMBCA.)
Section 5.01 of the RMBCA says that " ... each corporation
must continuously maintain ... (1) a registered office ...
and (2) a registered agent." In general, failure
to maintain a registered agent results in the loss of the
"good standing" of the corporation with the state.
This affects your ability to do business in the state, can
result in corporate contracts being deemed void or voidable,
and can possibly result in personal penalties or fines on
the officers and directors of the corporation.
NOTE: We can serve as your Registered agent whether
or not we originally formed your company! At $120 per
year, we are probably considerably more cost-effective than
your current RA. Call us today to ask how we can help
you change your Registered Agent
to us.
Almost every state has enacted similar provisions in their
own Business Corporation Act which require a Registered Agent
or Office for every corporation, LLC, or Limited Partnership
which does business in their state. The purpose of these
provisions is to ensure that each company has an office where
it may be found, and a person at that office on whom service
can be effected for any notice or process in connection with
litigation. The Secretary of State and other government
agencies usually send any other official communications such
as annual reports and tax notices to this address.
NOTE: For Limited Liability Companies, a few states
require that your registered office be the same as the one
where you house your record keeping; in these states, we cannot
serve as your RA.
One notable exception is the state of New York which requires
you to appoint the NY Secretary of State as Registered Agent.
However, you may still designate NRAI as the address to which
process is forwarded (we will complete the forms to accomplish
this if you choose Registered Agent services in New York.)
Benefits:
A professional organization acting as registered agent
Furnishing a registered office and address required by many
jurisdictions
Forwarding of Service of Process and other official communications
Forwarding or furnishing of tax and compliance forms
Providing an annual Compliance Calendar
Convenient annual invoicing for all company groups
This allows you to promptly respond to a lawsuit (or
official state communication) and avoids the specter of a
Default Judgment which could cost you tens of thousands of
dollars to overturn. And all this expertise is available
at the most cost-effective price.
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