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What is a Registered Agent?What is a registered agent? The answer is fairly simple, but it requires an understanding of a legal fiction that makes a business entity possible.Why do businesses form as corporations and limited liability companies? To provide a shield of protection between the liabilities of the business and the owners. It is really that simple. For this process to work, however, we have to accept a certain legal fiction. What is it? That the business entity shall be treated as an individual person for legal purposes. Just what does this mean? Well, it means that the business entity can own things. It means that the entity can enter into legally binding contracts. It means the entity can sue others and be sued by others. In short, the entity has all the rights and obligations that you or I have. There is, however, a practical problem with this fiction. How does a business entity actually enter a contract for instance? A contract is not binding until the parties sign it. Who signs it for the business entity? The answer is authorized corporate officers such as the chief executive officer, chief financial officer and so on. So, what does any of this have to do with a registered agent? Well, what if the business entity is sued by another party? A lawsuit must be personally served on the defendant to be valid. The legal concept of service can get complex, but we can say for the purpose of this article that the lawsuit must be physically delivered to the business entity…and this is where the registered agent comes in. The registered agent is the individual who receives official legal documents served upon the business entity be it a corporation or limited liability company. The identity of the registered agent is part of the public record. He or she receives everything from lawsuits to tax forms to…just about anything officially sent to the business entity. The registered agent is usually an attorney. When he or she receives the legal documents in question, they simply contact the officers of the business entity and pass the documents along. What is a registered agent? It is the person who acts as the physical agent for the business entity. If you are seeking a party to act as a resident agent, please see my REGISTERED AGENT SERVICES page. ******************* Nothing in this article is intended to create an attorney-client relationship. Please contact me if you have any questions. << Back to Business Entity Choice |
