Registered Agents

The certificate of incorporation filed with the Delaware Secretary of State must name a registered agent for the corporation.1

The registered agent of a Delaware corporation must be physically located in Delaware, and is responsible for receiving legal and government communications for the corporation. There are many companies in Delaware that provide registered agent services for a fee. Most startups use one of these registered agent companies.

Although registered agents provide your corporation with an address in Delaware, they typically only allow the address to be used for communications from the Delaware Secretary of State and court-related notices, and return other mail to the sender. Consequently, startups should have a separate business address and use it exclusively whenever asked for an address (unless asked specifically for the registered agent's address).2

Registered agents typically also serve as a filing agent for their customers. Filing agents make filings with government agencies, such as the Delaware Secretary of State. Registered agents charge a fee for their filing agent services.

Most startup attorneys, as well as Clerky, will automatically select a reliable registered agent for you at a steeply negotiated discount.

1.
In some states, registered agents are known as agents for service of process.
2.
Typically, this is the physical address of the startup. However, some startups prefer to use a mailing service such as Virtual Post Mail or Earth Class Mail.

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