Each nonprofit must have a registered agent…but what is a “registered agent” and what does that person do?
In United States business law, a registered agent is a business or individual who is notified when an organization is a party in a legal action. In short, if your organization is sued, the registered agent will receive the lawsuit.
Depending on your state, a registered agent may also be called:
- statutory agent
- agent for service of process
When do we select a registered agent?
The registered agent is first listed in the nonprofit’s original Articles of Incorporation filed with the Secretary of State.
What is the registered office?
An organization’s registered office must be a physical address where the registered agent can be served with process during business hours. It cannot be a post office box that is part of a commercial mail or message service.
If a nonprofit fails to maintain a current registered office or agent, then anyone suing the organization may serve the Secretary of State instead. In that case, a judgment may be taken against the organization without its knowledge.
Who can be our nonprofit’s registered agent?
The agent can either be
- an adult individual living in the state of formation with a valid street address (no P.O. boxes), or
- a company (such as a law firm) authorized to serve as an agent.
How do we change our registered agent and office?
If an organization changes registered agent or if the agent’s address changes, it’s important to notify the government agencies.
In Texas, the organization needs to notify the Secretary of State of the registered agent change by completing Form 401 and paying the appropriate fees.
Why do some organization’s pay for registered agent services?
Some individuals and organizations like to keep their home or businesses addresses private. Hiring a company to serve as a registered agent allows some privacy, since the registered agent’s address will be on all public documents (including the Secretary of State database).