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LLC Statutory Agent

LLC Statutory Agent Print
Arizona law requires every company, both Limited Liability Companies (LLCs) and Corporations, to have a statutory agent.

Why do I need 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 LLC and forward it to the company in a timely manner.  Arizona law requires all LLCs to identify the name and physical address in AZ (cannot be a PO Box) of the company’s statutory agent.  The statutory agent must sign the Articles of Organization or any other document appointing the statutory agent.

What makes a good Statutory Agent? It is very important to select a responsible and trustworthy statutory agent.  Most legal documents that would be served on the company’s statutory agent are time sensitive and  can have serious consequences if the statutory agent fails to properly forward the documents immediately upon receipt. 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 (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.  Often this means that the defendant company will owe money even though the plaintiff did not have to go to trial to win the damage award.  A default judgment is equally binding as if the plaintiff won at a trial.

How do I change my Statutory Agent? If you want to change your statutory agent, you can do so at any time by informing the AZ Corporation Commission with a “Change of Statutory Agent” form that both the company and the statutory agent are required to sign.

What do I do if my Statutory Agent resigns? If your statutory agent resigns, you must replace the statutory agent within 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 30 days after filing the notice with the ACC or upon the appointment of a new statutory agent — whichever happens sooner.   You must replace your statutory agent within 30 days of the resignation, or your company will no longer be in good standing.  Information on companies not in good standing is publicly available on the ACC’s website.