Registered agents for businesses

1776 S. Naperville Road, Suite 104A
Wheaton, Illinois 60187-8133
Telephone: (630) 653-1577
24 hr Fax: (630) 653-1579

Civil Practice in Estate Planning and Wealth Management, Probate and Contested Estates, Corporate Structuring and Startups, Business Law and Litigation, Tax Law, Real Estate, Contract Disputes, and Commercial Litigation

Registered Agents in Illinois

Illinois State law requires that corporations and LLCs organized in Illinois or qualified to do business in Illinois appoint and maintain a registered agent (sometimes referred to as a statutory agent, or a resident agent, or an agent for service of process) within the State of Illinois. The registered agent's name and office address are included in the Articles of Incorporation or Articles of Organization filed with the Illinois Secretary of State and thus are of public record. This provides the public with the information necessary to enable anyone to send important documents to the company, in care of the registered agent. The registered agent is responsible for receiving those important legal and tax documents, including service of process (litigation) documents, franchise tax forms, and annual report forms. The theory is that a corporation or limited liability company has no separate physical existence, and if there is no physical existence there has to be some person or entity subject to the state's jurisdiction upon whom process can be served.

An Illinois registered agent is an individual or company located at a street address in Illinois. Post office boxes are not acceptable addresses for a registered agent in Illinois. If a company is acting as your registered agent it must be registered as a corporation in Illinois.

There are a number of advantages to using a registered agent "service provider" in Illinois, especially a law firm, rather than the company itself acting as it's own registered agent. Companies benefit by having the ability of the outside registered agent being able to review the documentation received and note the importance of the papers and act accordingly. Often the documents notify the company of a lawsuit, and a timely response is required or the company could suffer adverse consequences, including large monetary judgments if the company does not respond in the proper manner within the regulated time period. The registered agent will know the importance and urgency of the papers received, and who at the client company should be consulted about the matter. It is vital that a registered agent be dependable and responsible.

A Registered Agent and Registered Office must be maintained in all jurisdictions where in the company conducts its business. This ensures the company has a location where it may be found and a person at that office on whom service can be effected for any legal notice or Service of Process.

Illinois Registered Agent Requirements

The registered agent must be either (1) a resident individual of the state, whose business office is the same as the registered office, or (2) a corporation, with authority to transact business in the state, that is authorized by its articles of incorporation to act as such agent and whose business office is the same as the registered office.

Once an agent has been named, the agent remains the agent for the company until the company dissolves or until a change of agent document is filed with the Secretary of State. Currently, the following fees are applicable for changing a registered agent for an Illinois domestic company (meaning incorporated or organized in Illinois):

• Change of Registered Agent (domestic Corp. or LLC): $25.00:
• Resignation of Registered Agent (domestic Corp.): $5.00;
• Resignation of Registered Agent (domestic LLC): $100.00.

Frequently Asked Questions

Why must my business designate a Registered Agent?
The law requires it. Any entity conducting business within a state must register to do business in that state, designate and maintain a registered agent, as well as a registered office.

What is the purpose of a Registered Agent?
A Registered Agent acts as the representative for accepting Service of Process served upon the company within the jurisdiction of any state where the company conducts business. Service of Process is broadly construed to include any legal proceeding, legal notice, or official government communication presented to the company while it is within the jurisdiction of the state.

What happens if my company fails to register or designate and maintain a Registered Agent?
The failure to register and designate a registered agent may foreclose or hinder the company's ability to legally enter into contracts and gain access to the state courts. Moreover, it may subject the company to monetary, civil, and possibly criminal sanctions. Also, failure to maintain a registered agent may cause your company to fall out of "good standing" within the state. This will subject your license to do business within a state to forfeiture, with monetary penalties assessed to reinstate your company to a "good standing" again.

What Services are provided by ROLEWICK & GUTZKE, P.C. when acting as a Registered Agent?
ROLEWICK & GUTZKE, P.C., acting as registered agent for your company, provides a registered office in Illinois for the acceptance of Service of Process, tax and regulatory compliance materials, and official correspondence and communications. Upon receipt of any of those documents, Rolewick & Gutzke, P.C. will immediately notify the client of the documents received and recommend an appropriate course of action for the client, and the time frame it has to do so, and then follow up to insure the issue is not ignored or forgotten.

Why should I designate a professional Registered Agent such as ROLEWICK & GUTZKE, P.C.?
When you assign the job of serving as Registered Agent to a professional law firm, you are giving yourself peace of mind in knowing that your company is protected from costly mistakes. Lawsuits are complex, with a myriad of response deadlines and timing issues that can change whenever the laws are modified. Thus attorneys are the most qualified professionals to be aware of such changes, and to understand the nuances that may be created. If legal matters are not handled according to the laws or regulations of the state or county or local jurisdiction, they are fraught with potential liability for your company. Ensuring that Service of Process is properly received and then properly handled is the first step in defending against a default judgment which could foreclose all opportunity to defend your rights. By appointing a law firm to handle this responsibility your company is establishing good business practices. If you leave this important responsibility to an employee of your company, or even to yourself as the owner, you run the risk of being on vacation or out sick when service is made, or that an employee could mishandle the papers, or that they could be lost and forgotten in your stacks of paperwork. Why take the chance? The expense is minimal compared to what it might cost the company should it fail to comply with its legal obligations.