Missouri Foreign Registration / Registered agent
The registered agent and office for a foreign LLC in Missouri
A foreign LLC registered in Missouri maintains an agent and an office inside the state, and changing either costs $10 on a statement of change. Who may serve as agent is set by section 347.030, covered below.
Agent rules in brief
- Who qualifies
- an individual who lives in Missouri and keeps a business office at the registered office, or a Missouri or foreign corporation authorized to do business in Missouri with its business office at the registered office
- Office
- A physical Missouri address; need not be where the LLC works
- Change of agent or office
- $10 (Form Corp 59)
- The LLC as its own agent
- Not allowed
- Resignation
- Effective 30 days after filing, or sooner if a successor is named
Who can be the agent?
Under section 347.030, a registered office and a registered agent must be in place in Missouri at every moment. The statute accepts a resident individual or a corporation authorized to operate in the state, and the agent's own business office has to sit at the registered address. A foreign LLC's application makes the same rules apply to its agent and office.
The registered office
The registered office can double as one of the LLC's own places of business but need not. Either way it is a real street address where the agent keeps an office. Form Corp 59, the statement of change, adds two points: a post office box works only alongside a physical street address, and an entity cannot serve as its own agent.
Changing the agent or office
To make a change, the LLC files a statement naming itself, giving the present office and, if it is moving, the new one, naming the present agent and, if that is changing, the successor with written consent, and stating that the addresses will match and that the LLC authorized the move. The statement costs $10. It is effective once filed. An LLC must change its agent when the office becomes vacant, when the agent becomes disqualified, or when the LLC revokes the appointment.
When the agent moves its own office
An agent that changes the street address of its business office can change the registered office of every LLC it serves by notifying each in writing and filing a statement that recites the notice. Check your agent contract for how you will be told.
When the agent resigns
The agent resigns by filing duplicate originals of a statement with the LLC's name, the registered office address, its own name, and a statement that it has told the LLC in writing. The resignation takes effect thirty days after the Secretary of State receives the statement, or when a new agent is appointed, whichever is earlier. Start looking for a replacement the day you receive notice.
If the LLC has no agent
Service on the LLC goes to the registered agent first. If the agent cannot be found, it may go to an authorized person, and if neither the agent nor an authorized person can be located, to an organizer. If the LLC has failed to appoint or maintain an agent, or none of those people can be found with due diligence, the Secretary of State is automatically its agent for as long as the default lasts, and sends a copy by registered mail to the organizer's address.
The fee for service on the Secretary of State
When process lands on the Secretary of State for an LLC, the statute attaches a fee that the serving party pays and a winning party can recover as costs.
Choosing an agent
Choose an agent with a staffed Missouri office, since a lapse can leave the LLC without an agent. Ask how it sends documents and what notice it gives of a resignation. We can act as your agent in Missouri if you wish, or you can name another.
Agent questions
Can I use a mailbox as the registered office?
Not alone. A physical street address is required.
Can an officer be the agent?
Yes, when the officer lives in Missouri and keeps a business office at that address.
Does the agent need to be a lawyer?
No.
How fast is a change effective?
When the Secretary of State files the statement.
Our fee and Missouri's
Missouri's fee is $105. We list it apart from our own. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Register in Missouri
$199
+ $105 Missouri fee
- Form LLC 4, filled out from what you tell us
- The age of your formation-state certificate checked against the 60-day limit
- A registered agent and office inside Missouri, provided by us or chosen by you
- The registration as filed, handed back to you
- Renewal: after the first year, the agent service renews at $149 a year
Sources
- Missouri Secretary of State, schedule of fees and charges
- Missouri Form LLC 4, foreign LLC registration
- Missouri Revised Statutes 347.153, registration of foreign LLCs
- Missouri Form Corp 42, foreign corporation certificate of authority
- Missouri Form Corp 55A, foreign nonprofit certificate of authority
- Missouri Form Corp 59, change of registered agent or office
- RSMo 347.030, registered office and agent of a limited liability company
- RSMo 347.033, service on the agent or the Secretary of State
Ready to register in Missouri?
Order now and we line up the certificate date before filing.