Registered agent requirements vary by state, and for companies operating in multiple states this can be a real headache. That’s why the Model Registered Agent Act was created and is being implemented in many states.
The Model Registered Agent Act is an initiative by the American Bar Association and the International Association of Commercial Administrators (IACA) to standardize and streamline registered agent laws and filing processes across the country.
The objective is still a ways off, with only 12 states having fully approved the MoRAA so far. (Scroll to the next section to see if your state is one of them).
1. It creates two separate categories of registered agent—commercial and non-commercial.
Commercial registered agents are generally providers that serve dozens (or hundreds) of businesses in multiple states. In states where the MoRAA has been adopted, registered agents can file a form with the state to be listed as a commercial provider and have their information added to the Secretary of State’s online database. (A non-commercial provider is exactly what you’d think—a registered agent serving fewer businesses on a smaller scale).
There are no precise rules dictating who can and can’t be a commercial provider. The goal was to simplify registration and establish a state directory of commercial providers who can serve companies across state lines.
2. It simplifies registered agent procedures by creating one registered agent database in each state.
The Secretary of State’s commercial registered agent database streamlines paperwork for both agents and business owners. For instance, if you choose a commercial provider when forming a business, you don’t need to disclose their address in your Articles (the state already has it on file).
Additionally, the database makes it simpler for commercial service providers to carry out bulk address changes and update their client list with the SOS.
3. It eliminates the registered agent signature requirement.
In the 12 states that have adopted the Model Registered Agents Act, the antiquated signature requirement is no longer in place. Under the MoRAA, the individual filing the formation documents attests that the registered agent has consented to the appointment.
The biggest drawback of the Model Registered Agents Act? It hasn’t gained widespread traction. This lack of widespread implementation means that business owners operating in multiple states still have to understand (and comply with) varying guidelines.
Here are the 12 states where the MoRAA has helped to unify legal requirements for registered agents.
• District of Columbia
• North Dakota
• South Dakota
Other states have adopted portions of the Model Registered Agents Act or passed comparable legislation to achieve the same goals:
In California, for example, the Secretary of State makes a distinction between individuals serving as registered agents, and “corporate registered agents.” Corporate registered agents are essentially commercial providers, and are required to file paperwork with the state.
These strategies will help you comply with registered agent regulations, whether or not you’re transacting business in a MoRAA state.
1. Learn about your state’s registered agent guidelines.
Check our state-by-state registered agent guide to see if your state has adopted MoRRA. In MoRAA states, you’ll need to specify whether your agent is commercial or non-commercial. In others, you’ll need your registered agent’s signature of consent. Be sure to read up on registered agent requirements wherever you operate—and remember that in most states, rules and standards for registered agents still differ.
2. If you’re in a MoRAA state, double-check whether your registered agent is commercial or non-commercial.
A mistake on your formation paperwork might cause delays, so as you fill out your forms, you’ll want to verify the category your provider falls into. Ask your registered agent if they’re registered with the state, and check the commercial agent database to see if they’re listed.
3. If you plan on expanding, go with a commercial provider.
Most commercial registered agents serve clients in every state, so you can use the same agent as your company grows. If you’re doing business in a MoRAA state, your Secretary of State’s commercial agent database is the best place to start.