The law requires that entrepreneurs and small business owners choose a registered agent in Virginia when forming a corporation or limited liability company in the state. Foreign corporations who do business in the state must also have a Virginia registered agent. You must select an agent prior to filing your corporations Articles of Formation. A corporation can be represented by only one registered agent.
What does a Registered Agent Do?
The duty of the registered agent is to provide their name and registered address in corporation documents and to forward to the corporation any notices, demands, or processes that is served against the corporation, such as if a lawsuit is being filed against it.
In short, a registered agent and their office address is used in corporation documents in place of the personal data of the owner/management of the business. The registered agent filters mailed documents and forwards to the corporation any and all state and federal correspondence, Internal Revenue Service documents, and legal paperwork.
Who Can Be a Registered Agent?
Virginia has several rules regarding who is able to serve as a registered agent, including that a business entity may not serve as its own agent, though it can serve as the registered agent of a different corporation. The registered agent must be a resident of Virginia, and a member of the corporation itself or of the Virginia State Bar. Keep in mind that when serving as the registered agent of your own corporation you will run the risk of being served in front of your customers and your employees. Also, using a registered agent can keep your personal information from public databases.
What is a Registered Office?
According to the Virginia State Corporation Commission, an agent’s registered office must be located in Virginia, and available to during normal business hours to accept notices and processes. A Post Office box may not be used unless the office is located in a town with a population of less than 2,000. The county or independent city of the registered agent’s jurisdiction must be included on filings that use the registered agents address.
Choosing a Registered Agent in Virginia
There are many third-party private business that offer registered agent services for an annual fee. These businesses provide other beneficial services also, including-
- Compliance: corporations are tasked with an inordinate amount of government filings to remain in compliance with the laws of Virginia, and any state in which they represent you.
- Document management: corporations have a plethora of documents that must be tracked and filed. Some registered agents will copy and maintain documents for you, including the Articles of Organization, Operating Agreement or Bylaws as well as your minutes and reports.
There are many situations in which a corporation would greatly benefit from choosing a registered agent service provider in Virginia, especially when:
- Your business uses a Post Office box
- Your company does business in more than one state
- You have no set business address or it change frequently
- Your business is based out of your home
- Your business does not operate under normal business hours
- You want your business endeavors kept quiet
Some registered agent service providers operate in multiple states if not nationally. These providers handle changing laws and evolving processes of each state so corporations that do business in multiple states don’t have to have hire separate agents for each state.