If you’re forming a limited liability company or corporation in the state of Pennsylvania, you’ll need to designate a registered agent.
A registered agent is the individual or business entity that receives legal documents from the state, and then forwards them to your business address. But why is this a requirement, and who should you designate as your registered agent in Pennsylvania?
In this guide, we will break down all the details you need to know about Pennsylvania registered agents.
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What is a Pennsylvania Registered Agent?
One of the most common questions we receive from entrepreneurs in Pennsylvania is why a registered agent is required to form an LLC or corporation. While it might seem like an unnecessary middle-man type of role, the registered agent fills a vital role.
The registered agent’s job is to provide a reliable way for the state to contact an official representative of your business at any time, which is especially important if your business is ever sued. If you didn’t have a registered agent, a lawsuit could progress through the courts without you even knowing about it, which is obviously far from ideal.
While Pennsylvania does not provide a recommended list of registered agent services, we reviewed the top options and compiled a list of the best Pennsylvania registered agent services based on price and overall value.Who Can Be a Pennsylvania Registered Agent?
The Pennsylvania Department of State dictates that registered agents may be either an individual resident of the state or a commercial business formed specifically for the purpose of serving as registered agent. Should you, an employee of your company, a friend or a family member be appointed as your company’s registered agent, they are required to have a physical street address within Pennsylvania rather than simply a P.O. box.
Aside from the legal requirements, an important aspect to discuss is who should be your registered agent. You have the right to declare yourself as your own registered agent, which has its pros and cons.
On the positive side, you can save some money by not paying anyone to serve as your agent, but you’ll also likely need to make your home address a matter of public record, which is not ideal. Additionally, you’ll need to be physically present at your business during all standard operating hours (9-5, M-F).
Some entrepreneurs like to have a friend or family member serve as their registered agent, but if that person doesn’t have experience in this position, they might not know what is expected of them. In addition, designating your lawyer or accountant as a registered agent can work, but these options are usually quite expensive.
Our preference is to hire a professional registered agent service, which provides a combination of convenience, affordability, and peace of mind that is unrivaled by any of these other options.
How Do Pennsylvania Residents Get Served?
The most important part of a registered agent’s role is being served a summons.
In Pennsylvania, before a summons can be processed the plaintiff must first fill out a claim form and submit it either to the Municipal Court (if the lawsuit is happening in Philadelphia) or to the Magisterial District Court (if the lawsuit is happening anywhere else in Pennsylvania). The claim form can be submitted either by mail or in person. When the appropriate court receives the claim and any necessary fees (as dictated by the Court in relation to the specific claim) then a summons can be processed.
If these steps are all taken correctly, the state of Pennsylvania will then instruct the plaintiff to either mail the summons or hire a sheriff or other qualified individual to deliver the summons to the defendant’s registered agent.
How to Designate a Pennsylvania Registered Agent
The answer to this question depends on what type of business you’re starting, but with either a corporation or an LLC, you’ll need to designate your registered agent when you form your company.
When establishing an LLC in the state of Pennsylvania, you’ll be prompted to designate your individual or commercial registered agent in Article 2 of the Articles of Organization. Alternatively, when forming a corporation you must designate your registered agent in Article 2 of the Articles of Incorporation. Both documents may be mailed, faxed, or submitted online.
How Can I Change My Pennsylvania Registered Agent?
If you would like to change your registered agent for any reason, the process is pretty simple.
The easiest way for those in Pennsylvania to change their registered agent is by submitting either an Articles of Amendment for Domestic Corporations or a Certificate of Amendment for LLCs depending on the business entity type. While it is possible to change your registered agent by re-filing the initial articles of formation, it is considerably more expensive. The cost to change your registered agent using an Amendment document is $70.00. Both may be filed by mail or online.
How Does a Pennsylvania Registered Agent Resign?
Sometimes, a registered agent may have to resign from their position.
Registered agents wishing to resign in Pennsylvania may do so by submitting a Statement of Change of Registered Office by Agent to the Department of State, Bureau of Corporations and Charitable Organizations. There is a $5.00 filing fee for the document that must be paid when submitted either by mail, by fax, in-person or online. After filing the document, the resigning registered agent is required to give written notice to the business entity informing the appropriate individual of the resignation.
Why Should You Hire a Professional Pennsylvania Registered Agent Service?
Hiring a professional registered agent is basically the best of both worlds between serving as your own agent, and designating a lawyer or accountant.
Privacy
The biggest benefit in our opinion is the privacy protection this allows, as you will be able to keep your personal address private. There’s also a major advantage compared to having an attorney or accountant serve as your agent, namely the fact that registered agent services are almost always much cheaper.
Professional Service
Another reason we like this option is that these companies specialize in providing quality registered agent service. They know exactly what’s expected of them, and there are rarely any issues to speak of.
Nationwide
The other major benefit of hiring a registered agent service is that most of them operate in all 50 states, so that if you ever want to expand your business into another state, you won’t need to hire an additional registered agent. Your same registered agent will be able to provide the coverage you need in your new state, while still providing the same service in Pennsylvania. If you hired a lawyer or accountant, they would only be able to help you expand to a new state if they have another physical office in that state.
You Stay Compliant
Finally, most professional registered agents operating in Pennsylvania offer some sort of compliance calendar. With this service, your registered agent helps you keep track of due dates for ongoing LLC maintenance requirements like annual reports, which is a valuable bonus.
The top registered agent service providers include some other appealing attributes, including access to their extensive customer support networks. Some of them include a full year of registered agent service with any business formation package, which can be a real money-saver. Another welcome attribute is that some registered agent services provide volume discounts if you require service in multiple states, or if you prepay for multiple years.
What Is the Penalty for Not Designating a Registered Agent in Pennsylvania?
You need to have a registered agent to form your limited liability company or corporation in Pennsylvania in the first place, but if you let your registered agent service lapse, there could be some serious consequences.
Failure to maintain a registered agent could lead to your business losing its good standing with the state of Pennsylvania, and the state also has the right to officially dissolve your LLC if they choose to.
Another issue would be the difficulty of being served if your business is sued. If the state cannot get ahold of your registered agent, a court may decide to go ahead with the lawsuit without your knowledge, which could even lead to a judgment against you. This can happen not just if you fail to designate a registered agent, but also if your agent is not present during business hours to accept the document delivery.
Conclusion
As you can see, the task of designating a registered agent for your Pennsylvania business isn’t quite as easy as just writing down your own name.
There are significant downsides to just about every option in our opinion, but we recommend hiring a professional registered agent service because that option has the fewest disadvantages. They charge affordable rates, and you never have to worry about losing your good standing, having your LLC or corporation dissolved, or having a lawsuit proceed in your absence.
If you have any further questions, you can contact the Pennsylvania Secretary of State:
Pennsylvania Department of State
Bureau of Corporations and Charitable Organizations
P.O. Box 8722 Harrisburg, PA 17105-8722
(717) 787-1057