As you may know BLG has grown and developed greatly over the last few years. As part of this growth, neither our firm, nor its attorneys, can continue to serve as registered agents (also known as Statutory Agents) on behalf of any entity. However, we have partnered up with BLG Agent Services, LLC to provide registered agent services for those clients who wish to utilize such services. Please review the content on this page as a refresher on the need for a registered agent. Should you wish to use BLG Agent Services, LLC please download the contract below and send it in to our offices.
DO I NEED A REGISTERED AGENT?
All corporations and limited liability companies (“LLCs”) registered with the Arizona Corporation Commission are required to appoint a statutory agent in the state of Arizona. See A.R.S. §§ 10-501 (for-profits), 10-3501 (non-profits), 10-1507 (foreign corps), 29-604 (LLCs), 29-806 (foreign LLCs). The statutory agent is required to accept the appointment by signing a statement of acceptance. See A.R.S. §§ 10-202 (for-profits), 10-3202 (non-profits), 10-1503 (foreign corps), 29-632 (LLCs), 29-802 (foreign LLCs).
WHAT IS A STATUTORY AGENT?
As you may recall from earlier meetings with your attorney, a Statutory Agent is an individual or a business entity that a corporation or LLC appoints for the purpose of accepting service of process (lawsuit papers or legal documents) for the corporation or LLC. See A.R.S. §§ 10-501, 10-504, 10-1507, 10-1510, 10-3501, 10-3504, 29-604, 29-606. The agent is called a “statutory” agent because a statute requires that the corporation or LLC appoint someone for this purpose. See A.R.S. §§ 10-501, 10-504, 10-1507, 10-1510, 10-3501, 10-3504, 29-604, 29-606. If, for example, a lawsuit is filed against the corporation or LLC, the Statutory Agent will be the one who is served (receives the papers on behalf of the entity), and then the Statutory Agent gives the papers to the corporation or LLC.
Arizona law requires that the corporation or LLC maintain a statutory agent with a valid address on the records of the Arizona Corporation Commission at all times, and the failure to do so will subject the corporation or LLC to being administratively dissolved. See A.R.S. §§ 10-1420, 10-11420, 29-786. Official notices from the Arizona Corporation Commission will be sent to the statutory agent’s address.
WHO CAN BE THE STATUTORY AGENT?
A Statutory Agent can be an individual, or an Arizona corporation or LLC, or a foreign corporation or LLC that is authorized to transact business in Arizona. A corporation or LLC cannot be its own Statutory Agent – it must appoint someone apart from itself. For example, the LLC can appoint one of its members or managers in his or her capacity as an individual as the statutory agent, but cannot appoint the LLC itself as the statutory agent.
If an individual is appointed as the statutory agent, that individual must be a permanent, full-time resident of the State of Arizona and must have a permanent, full-time physical or street address in the State of Arizona. The mailing address, if any, of that individual statutory agent must also be in Arizona.
The statutory agent must accept the appointment in writing. The statutory agent can accept the appointment by completing and submitting the Statutory Agent Acceptance form M002i found on the AZCC website at:
If the statutory agent is an entity, an authorized agent of that entity can sign the acceptance. An authorized agent is anyone given authority to sign for that entity.
Please do not delay in the appointment of a new Statutory Agent. If you have any questions or need assistance please feel free to contact us anytime 480-656-8775. Boland Law Group, PLLC now utilizes the company BLG Agent Services, LLC to serve as statutory agents upon request by the clients. An annual fee per entity is assessed and a registered agent agreement is required should you opt to elect BLG Agent Services, LLC.
IS YOUR ENTITY COMPLIANT WITH ARIZONA LAW?
Furthermore, as you are aware, Arizona Revised Statutes require that you keep all of your information regarding any entity up to date with the appropriate governmental entity. We implore you to review your public documents and internal operating documents, contact us or another business attorney and schedule an appointment to make sure your entity is compliant with Arizona law. Contact us today to discuss Maintaining Your Entities and Structures.
THIS IS NOT LEGAL ADVICE OR A SUBSTITUTE FOR LEGAL ADVICE.