Arizona law requires every company, both LLC’s and corporations, to have a statutory agent. A statutory agent can be an individual or an entity. The purpose of the statutory agent is to receive any legal notice on behalf of the corporation. Arizona law requires all LLC’s to identify the name and physical address of the company’s statutory agent and the address must be an Arizona address. The statutory agent must sign the Articles of Organization or any other document appointing the statutory agent.
It is very important to select a responsible statutory agent since it is the statutory agent’s responsibility to receive legal notices on behalf of the corporation and make sure the notice is then forwarded to the company. Most of the legal documents that are served on the company’s statutory agent are time sensitive and there are consequences for not meeting the deadlines. For instance, if the statutory agent is served with a lawsuit that is filed in Arizona, the lawsuit must be answered within 20 days of being served with the lawsuit.
If the company fails to answer the lawsuit within the 20 day deadline, the plaintiff, or the party who filed the lawsuit, may obtain a default judgment against the company, who is the defendant. A default judgment means that the plaintiff is entitled to a judgment against the defendant company, which generally means monetary damages, and the plaintiff did not have to go to trial to win the damage award. Importantly, the judgment has the same force and effect as if the plaintiff won at a trial.
As is readily apparent from the above example, it is vitally important that you have a responsible and trustworthy person or entity serve as your statutory agent because there are serious consequences if the statutory agent fails to properly serve this role.
If your statutory agent resigns, you must replace the statutory agent within thirty (30) days of the resignation. The statutory agent may resign by delivering a written noticed to the AZ Corporation Commission (ACC) and mailing a copy of the resignation notice to the company at its known place of business. The resignation is effective on the earlier of thirty (30) days after filing the notice with the ACC or upon the appointment of a new statutory agent. It is very important that you replace the statutory agent within thirty (30) days of the resignation or your company will no longer be in good standing and that information is available to the public on the AZ Corporation Commission’s web site.
If you want to change your statutory agent, you can do so at any time by putting the ACC on notice and providing the ACC with a change of statutory agent form that both the company and the statutory agent are required to sign.
For more information about our statutory agent services, see our Statutory Agent Services.