A Registered Agent acts as the representative for receiving Service of Process served upon a company within the jurisdiction of any state where the company conducts business. Service of Process is broadly defined to include any legal proceeding, legal notice or official government communication presented to the company while it is within the jurisdiction of a state. A Registered Agent also receives and forwards official correspondence from the Secretary of State such as annual report notifications and other compliance filings.
Failure to designate and maintain a registered agent may cause a company to fall out of "good standing" within the state. This will subject its license to do business within a state to forfeiture, with monetary penalties assessed to reinstate the company to "good standing" again. The failure to register and designate a registered agent may also foreclose or hinder a company's ability to legally enter into contracts and gain access to the state courts. It may also subject the company to monetary, civil, and possibly criminal sanctions.
Registered Office is defined as the official address of a company to which official documents are sent and legal notices received. It is normal for the registered agent to provide the registered office address. A company may have other business and correspondence addresses.
Service of process
The procedure employed to give legal notice to a person (defendant) of a court or administrative body's exercise of its jurisdiction over that person so as to enable that person to respond to the proceeding before the court, body or other tribunal. Usually, notice is furnished by delivering a set of court documents to the person to be served.
Each jurisdiction has rules regarding the means of service of process. Typically, a summons with related documents must be served upon the defendant personally, or in some cases upon another person of suitable age and discretion at the person's abode or place of business or employment. In some cases, service of process may be effected through the mail as in some small claims court procedures. In exceptional cases, other forms of service may be authorized by procedural rules or court order, including service by publication when an individual cannot be located in a particular jurisdiction.
Proper service of process initially establishes personal jurisdiction of the court over the person served. If the defendant ignores further pleadings or fails to participate in the proceedings, then the court or administrative body may find the defendant in default and award relief to the claimant, petitioner or plaintiff. Service of process must be distinguished from service of subsequent documents (such as pleadings and motion papers) between the parties to litigation.
These definitions are provided for informational purposes only.