Missouri Registered Agent

A Missouri registered agent serves as a business’s legally designated point of contact, and receives essential legal documents, such as notices, reminders, and correspondents on the business’s behalf. Generally, Besides being a state law requirement for specific business structures, registered agents are also important because they serve as a reliable and efficient way for government and private entities to contact and communicate with businesses. 

Is a Registered Agent Required in Missouri?

Yes. Companies with some business structures must have and maintain a registered agent to be authorized to conduct business in Missouri, per Title XXIII of the Missouri statutes. The Missouri Corporation, Association, and Partnership Code statute outlines the general requirements and rules for registering and maintaining business entities in Missouri. These requirements and regulations differ depending on the type of business structure.

According to Title XXIII, all foreign and domestic corporations, Limited Liability Partnerships (LLP), Limited Partnerships (LP), and Limited Liability Companies (LLC) must maintain a registered agent. Generally, businesses with these types of structures must register with the Secretary of State (SOS). During the registration process, they must typically provide their registered agent information. Subsequently, they must maintain their registered agent to comply with state laws. 

Only Sole proprietorships and general partnerships in Missouri are not required to register with SOS. As such, state laws do not need these business structures to have and maintain a registered agent. Hence, for these businesses, maintaining a registered agent is a matter of their owner’s personal preferences.  

What is a Registered Agent in Missouri?

A Missouri registered agent, also known as a resident agent or statutory agent, is an entity or an individual a business designates as its official point of contact. Private and government entities can communicate with Missouri businesses through registered agents. Generally, the Missouri Secretary of State’s office sends notices, reminders, and correspondence to companies through their registered agent. Registered agents also receive other legal documents for the business they represent. These include and are not limited to: 

• State and federal tax forms and notifications
• Regulatory notices
• Compliance information
• Service of process documents
• Annual report reminders

What Does a Registered Agent Do in Missouri?

In Missouri, a registered agent’s primary function is to accept doucments, correspondence, and communications on behalf of the business they represent. Besides serving as a business’s primary point of contact, a registered agent ensures that the doucments they receive get to relevant persons within the business’s managerial structure.

Maintaining a registered agent also ensures a business has a reliable point of contact and limits the business owner’s interaction with other entities. Hence protecting the privacy of business owners.

LLC Registered Agent in Missouri

Sections 347.010 through 347.187 of Title XXIII of Missouri Statutes, also known as the “Missouri Limited Liability Company Act,” outlines the requirements for establishing and maintaining an LLC in Missouri. Under the act, specifically section 347.030, each Limited Liability Company registered in Missouri must maintain a registered agent and office. 

According to the provisions of section 347.030, an LLC’s registered agent is in charge of the entity’s service of process. This process includes accepting legal documents served to the LLC and forwarding these documents to the appropriate person within the entity. In Missouri, an LLC can choose to designate an individual or a domestic or foreign corporation as its registered agent. However, an individual or corporation must meet requirements before an LLC can designate them as its registered agent. These requirements include and are not limited to;

• The entity must be authorized to do business in the state for domestic or foreign corporations. 
• The designated individual must be an adult resident of Missouri.

Generally, the individual’s or corporation’s business address must be the same as the LLC’s registered office address. 

Do I Need a Registered Agent for My LLC in Missouri?

Yes. Missouri’s Limited Liability Act requires all limited liability companies operating in the state to have and continuously maintain a registered agent, regardless of whether the LLC is foreign or domestic. 

Generally, before an LLC can legally conduct business within Missouri, either foreign or domestic, it must register with the secretary of state. This registration process involves filing Articles of Organization for a domestic LLC and an application for registration for a foreign LLC. Required sections of both applications are dedicated to an entity’s registered agent information. Under these sections, respective LLCs must provide their registered agent’s name, street address, city, state, and zip code. If no or incorrect information is provided in this section, the SOS will only allow the entity application. 

As mentioned, LLCs can designate an individual or corporation as its registered agent. The registered agent would be generally responsible for the LLC service of process.  

Registered Agent of a Corporation

The function of a registered agent remains the same, regardless of whether it is a registered agent of a corporation or other types of business structures in Missouri. Generally, a corporation’s registered agent is an individual or company designated by the corporation to receive its service of process notices, government correspondence, and other legal documents on its behalf. The state law requiring corporations to maintain a registered agent is found under section 351.370 of Missouri’s General and Bussiness Corporation Law. 

According to the provisions of the General and Bussiness Corporation laws of Missouri, corporations (domestic and foreign) must register with the secretary of state to be authorized to transact business there. This registration process includes applying for a certificate of authority under section 351.576 for a foreign corporation. Meanwhile, a domestic corporation must file articles of incorporation with the SOS, per section 351.055. Both documents would require the registering corporation to provide its registered agent’s information. 

Who Can Be a Registered Agent in Missouri?

The general requirements for being a registered agent in Missouri are outlined within the provisions of Missouri’s statutes Title XXIII. These requirements can be summarized into the following points:

• Registered agents must have a business office in Missouri through which they can physically receive and accept an entity’s service of process. Note that the agent’s business office address must be the same as the address of the registered office indicated in the formation document that the entity they represent submits to the SOS.
• Registered agents must always be available during regular business hours to receive service of process notifications and legal documents.
• If the registered agent is an individual, they must be an adult (at least 18 years old) and a resident of Missouri. 

Legal Requirements of a Registered Agent in Missouri

In Missouri, an entity can designate an adult state resident or a domestic/foreign corporation as its registered agent. The only other legal requirement for a Missouri entity to name an individual as its registered agent is to include that individual’s details on the entity formation documents, provided the individual satisfies the aforementioned requirement. Missouri entities are also legally required to obtain an individual’s consent before designating said individual on its formation documents as its registered agent. 

The legal requirement for designating a corporation as the registered agent of a Missouri entity is for the said corporation to be authorized to conduct business in the state. A domestic corporation must be registered with the secretary of state by filing articles of incorporation and paying the required fees per section 351.055 of The General and Business Corporation Law of Missouri. For a foreign corporation, the corporation must have a certificate of authority per section 351.576. Like an individual serving as a registered agent, the entity must obtain the consent of the registered corporate agent before designating a corporation as its registered agent. 

Sometimes, an entity can also designate itself as its registered agent in Missouri. It is also worth noting that after a business successfully designates an individual or corporation as its registered agent, the agent’s information becomes public. This information is searchable through the registered agent search portal maintained by the SOS. 

How to Choose a Registered Agent in Missouri

Besides being a requirement of certain business structures in Missouri, a registered agent is an essential business component. This is because, a registered agent can serve as the primary point of contact between a business and the outside world. A registered agent can either disrupt or make an entity’s communication channel more efficient. Hence, due caution must be taken when selecting a registered agent. Some factors to consider when choosing a registered agent in Missouri include and are not limited to the following: 

• Reputation and track record: A registered agent is not only responsible for accepting legal documents. The agent must also forward received documents to the appropriate persons within an entity. This process is fundamental when dealing with a lawsuit or other time-based legal documents, as an agent’s response time can result in an entity losing a lawsuit by default. Hence, it is crucial to review an agent’s track record to determine its reputation before hiring the agent. 
• Coverage: Businesses operating in Missouri may not need to consider this factor. However, some registered agents have nationwide coverage, while others operate solely in Missouri. If a business operates in more than one state, it will benefit significantly by hiring a nationwide registered agent. A single agent operating in different states would streamline the entity’s point of contact.  
• Service level: Usually, a registered agent should provide same-day online management services that allow an entity to upload and store legal documents they receive. Other services, such as legal support and phone services, should also be provided. 
• Fees and services: To get a general idea of what a registered agent might cost, it is a good idea to compare the prices and services of different registered agents. 

Business entities in Missouri can designate an individual who is an adult state resident as its registered agent under state laws. This individual can be the owner of the business, a friend, or a family member. However, there are several benefits to using a Missouri registered agent service rather than a private individual. Some of these benefits include and are limited to:

• Convenience: Instead of hiring and training a new employee with no experience to fill the position, business owners may find it more convenient to use a register agent service.  
• Availability: Unlike an individual employee, registered agent services typically work around the clock. Therefore, they can only function in this capacity if special arrangements are needed.
• Privacy: Employees of a business may become exposed to sensitive topics if confidential legal documents or tax notices are delivered straight to the entity’s business office. To protect the business owner’s privacy, a registered agent service ensures that these documents are received discretely. 

How Much Does a Registered Agent Service Cost in Missouri

Hiring a registered agent service in Missouri can cost between $100 to $300 annually. Alternatively, business entities can designate a private individual, such as an employee, friend, or family member, to serve as its registered agent. This usually comes at a far lower cost than using a registered agent service. Although the latter option can be a semi-adequate means for businesses to reduce their operation cost, it is strongly advised against. Because the expertise and experience a registered agent service can provide may be difficult for a private individual to replicate. 

Can I be My Own Registered Agent in Missouri?

Yes, a business owner can designate themselves as the registered agent of their business entity in Missouri. Note that the business owner must have a street address in Missouri (such as a home or office) before being permitted to serve as a registered agent in the state. Furthermore, they would also need to be available during business hours to receive their business’s legal documents and correspondences. 

The benefit of a business owner being their registered agent is the operation cost savings from not paying another person or service to serve as their business’s registered agent. This is not without its disadvantages; besides being required to be available during business hours to accept their business correspondences, they risk exposing their personal information. Missouri businesses registered agents’ information, such as their full name, address, city, state, and zip code, are subject to the state’s Sunshine Law. Hence, this information is public and is available to anyone who requests it, which raises privacy concerns. To avoid this, business owners can designate a trusted resident of Missouri to serve as their business’s registered agent or hire a registered agent service. 

How to Change a Registered Agent in Missouri

Missouri business entities can change their registered agent by completing and filing the appropriate application with the Secretary of State’s office. This application must consist of a statement of registered agent change (Corp.59) and the required fees. Corp.59 is a general form that different types of business entities can use to change their registered agent. These include all foreign and domestic corporations, Limited Liability Partnerships (LLP), Limited Partnerships (LP), and Limited Liability Companies (LLC). 

Missouri business entities may submit their completed application to change their registered agent to the SOS in one of three ways: by mail, in person, or online. To apply by mail, mail the application to the SOS address indicated on Corp.56. Applicants who live in or close to Jefferson City can hand-deliver their application directly to the SOS office, as the office is located within Jefferson City as indicated on Corp.56. 

For online filing, log into the Missouri online business portal and navigate to the “amend Articles of Organization” option. Note that the filing fee for online applications is significantly higher than filing the paper form (Corp.59) by mail or in person. The filing fee for an online application is $25. Meanwhile, for the paper form, the fee is $10. However, online applications are usually processed faster (within 24 hours), while paper applications take 4-7 business days. 

Lastly, businesses can change their registered agent through their annual report. To do this, the annual report must be filed on paper. Note that there are no provisions for business entities to change their registered agent through their annual report when they file the report online. Hence, this change can only be made by filing a paper annual report form. 

What Happens If You Don’t Have a Registered Agent in Missouri?

In Missouri, not all types of business entities are required by state legislation to have a registered agent. For instance, sole proprietorships and general partnerships are neither required to have a registered agent nor register with the Missouri Secretary of State Office. 

On the other hand, all foreign and domestic corporations, Limited Liability Partnerships (LLP), Limited Partnerships (LP), and Limited Liability Companies (LLC) are required to have a registered agent. To form these types of businesses in Missouri, a business owner must register their business in the state by filing their formation documents with the Missouri Secretary of State Office. The business owner must include their registered agent’s details in their formation documents. This information is necessary for the business formation documents to be accepted by the Missouri SOS office. As such, the business would not be allowed to form or operate in the state. 

Provided the business’s formation documents contain its registered agent details and other required information, and the necessary fees are paid, the business would be allowed to form and operate. Subsequently, these businesses must continuously maintain their registered agent in good standing with the Missouri SOS office.

Furthermore, not having a registered agent can affect a business’s ability to respond to legal documents and correspondences it receives on time. With regard to a lawsuit, this can lead to a court entering a default judgment against the business. The Missouri Secretary of State’s office also warns that companies that fail to maintain a registered agent can face administrative dissolution. In such cases, the business’s regular operations would be limited to winding up, liquidating, and paying off its creditors. 

How to Become a Registered Agent in Missouri

In Missouri, an individual or corporation can become a registered agent. To become a registered agent as an individual, said person must meet specific sets of requirements. These include:

• Being at least 18 years old 
• Having a physical street address in Missouri

For a corporation to become a registered agent in Missouri, the corporation must first obtain the authority to transact business in the state. Domestic corporations can obtain authority to transact business in the state when the corporation successfully files its article of incorporation with the Secretary of State’s office. 

Similarly, a foreign corporation must register with the Secretary of State office to become a registered agent in Missouri. To do this, the corporation must file an Application for Certificate of Authority (Corp. 42) with the SOS’s Corporation Divison. This certificate gives the foreign corporation the authority to transact business in the state. The filing fee for this application is $155. Foreign and domestic corporations must remain in good standing on the Missouri Secretary of State’s records to retain their eligibility to become registered agents. 

Missouri Registered Agent Search

Interested persons can conduct a Missouri registered agent search through the Missouri Secretary of State’s office. The SOS maintains records of registered businesses in Missouri, including registered agents, and makes these records available to the general public. 

The SOS maintains an online search portal that interested persons can use to search for registered agents in Missouri. On the portal, inquirers can select the types of registered agents they wish to search. For this, mainly two options are provided: “agent is individual,” or agent is Organization. After selecting the registered agent type, the inquirer can search for the registered agent using their last name and first name (for the “agent is an individual option”) or the organization name (for the “agent is an organization option”). 

How to Find the Registered Agent of a Company in Missouri

Interested persons can find a company’s registered agent in Missouri by conducting a business entity search through the Missouri Secretary of State’s office. The SOS maintains an online portal specifically for this purpose. 

To conduct a business entity search, interested persons can visit the search for a business entity portal maintained by the SOS. Inquirers can search for a business entity on the portal by providing the business name. The search result would provide a list of businesses registered in Missouri that have a similar name to the name the inquirer provided. The search result would also provide different information about each company, such as its charter number, type, status, date created, and registered agent name. The inquirer can click on the registered agent’s name to obtain the agent’s details, including their full name, address, and a list of all businesses the agent represents in the state.

Is Registered Agent Information Public Record in Missouri?

Yes. Businesses that must have a registered agent in Missouri must also register with the Missouri SOS. To register a company with the SOS, the business owner must file articles of incorporation with the SOS. On this document, the business owner must provide their business’s registered agent’s information, such as their name, address, city, state, and zip code. In turn, the SOS makes these details publicly available.