Are you forming a corporation, LLC, or limited partnership in Florida? Or, will your out-of-state business be operating in Florida? If so, you need to designate a registered agent with the Florida Secretary of State. This comprehensive guide covers everything you need to know about Florida's registered agent requirements, responsibilities, and procedures.
What is a registered agent in Florida?
A registered agent in Florida is a person or company designated by a business to receive official legal documents, such as lawsuit papers, subpoenas, and other legal notices, on behalf of the business entity. The registered agent serves as the official point of contact between your business and the state of Florida, ensuring that you receive important legal and governmental communications.
The registered agent must operate at a physical location in Florida, but they do not need to be in the same place as the business they represent. Under Florida Statutes Chapter 607 (corporations), Chapter 605 (LLCs), and Chapter 620 (limited partnerships), every registered business entity must maintain a registered agent and registered office in Florida. This requirement applies to both domestic entities (organized in Florida) and foreign entities (organized in another state, territory, or country) that conduct business in Florida. It also includes entities that own real estate or a mortgage in the state.
Florida registered agent requirements and qualifications
Florida law establishes specific requirements for who can serve as a registered agent and where they must be located.
Florida physical address requirement
The registered agent must maintain a street address in Florida, not a P.O. box, private mailbox, or mail service address. This physical address serves as the registered office and must be accessible during regular business hours for service of process and document delivery (typically 9 a.m. to 5 p.m., Monday through Friday).
Key address requirements include:
- Must be a street address (not a P.O. box)
- Must be located in the state of Florida
- Cannot be a private mailbox service or commercial mail receiving agency
- Must be staffed by the registered agent or their authorized representative
Business hours availability
Florida requires that the registered agent or an authorized representative be available at the registered office during regular business hours to receive service of process and other official documents. This means someone must be physically present at the registered office address during standard business hours every weekday.
Consent to serve as agent
Both individuals and businesses serving as registered agents must formally consent to serve in this capacity. When you file formation documents with the Florida Division of Corporations, you’ll provide the registered agent’s information and have them sign a statement of appointment. If you’re changing your registered agent, the new agent will sign the form to acknowledge that they accept the appointment.
What does a registered agent do in Florida?
The registered agent's role extends beyond simply receiving mail. They serve as a link between your business and various governmental and legal entities, with specific responsibilities.
Service of process and legal notices
The primary responsibility of a Florida registered agent is to receive service of process on behalf of the business entity. All of the following are examples of potential items the registered agent may receive:
- Lawsuit papers and legal complaints
- Subpoenas and court orders
- Summons and citations
- Administrative proceedings notices
- Regulatory enforcement actions
State mail and compliance reminders
Registered agents may also receive important communications from Florida state agencies:
- Annual report notices from the Division of Corporations
- Tax notices and assessments from the Department of Revenue
- License renewal notifications from various regulatory agencies
- Compliance deadlines and regulatory updates
- Official correspondence regarding the entity's status
Document delivery and forwarding
A Florida registered agent must accept delivery of all official documents during regular business hours and promptly notify the business entity when any documents are received. They are responsible for forwarding the original documents to the appropriate business contacts and maintaining accurate records of document receipt and delivery. The registered agent must also handle all sensitive legal materials with confidentiality.
Privacy and address protection
The name and address of a registered agent becomes public record. Using a registered agent service provides many privacy benefits:
- Keeps the business owner's personal address off public records
- Reduces unwanted solicitations and junk mail at the business location
- Prevents service of process in front of clients or employees
- Maintains a professional appearance for the business entity
Who can be a registered agent in Florida?
If you choose to appoint a registered agent in Florida, it can be either an individual or a business entity. You can be your own registered agent in Florida, as long as you maintain a street address there where you’re available during business hours. Individual persons serving as a registered agent must:
- Be a Florida resident
- Maintain a Florida street address where they can be reached during business hours
- Consent to serve as the registered agent
A business serving as a registered agent must:
- Be authorized to conduct business in Florida
- Maintain a registered office with a Florida street address
- Have an owner, officer, or employee available at the registered office during business hours
LegalZoom’s Jacksonville registered office meets all state requirements and is open during normal business hours to receive your sensitive documents.
Pros and cons of being your own registered agent
| Being your own registered agent | Hiring a registered agent service | |
|---|---|---|
| Cost | No annual service fees | $100–$300 annually |
| Notifications | Immediate notice | Prompt notification through email or online |
| Control | Full control of document handling | Documents managed securely and efficiently |
| Availability | You must be present at the registered office during business hours | Your service provider is always available during business hours |
| Privacy | The registered address is public | Your address stays private |
| Professional image | Risk of being served legal papers in front of clients or employees | Service accepts legal documents privately |
| Address changes | Must file change forms and pay fees when moving | Service maintains a consistent address, even if your business relocates |
| Flexibility | Difficult if you travel often or work irregular hours | Allows you to work remotely or travel without missing documents |
| Best for | Businesses with stable Florida addresses and regular office hours | Businesses wanting privacy, convenience, and reliable compliance |
How to appoint or change your registered agent in Florida
The process for appointing or changing a registered agent in Florida involves specific forms and procedures. Here's a detailed step-by-step guide.
Step 1: Confirm agent's consent and details
Before filing any forms, make sure your new registered agent meets all Florida eligibility requirements and agrees to serve in this role. They must provide their complete Florida street address, understand their ongoing responsibilities, and be available to sign the required forms.
Step 2: Complete and file the form on Sunbiz
If you’re forming a new entity, you’ll include the registered agent information on your articles of incorporation (for corporations), articles of organization (for LLCs), or certificate of limited partnership. You can find and file your formation paperwork online through the Sunbiz business portal.
If you’ve already formed your business and you need to change your agent, you’ll file a Statement of Change of Registered Agent/Office with the Florida Division of Corporations. Fill out the form, have your
Division of Corporations
P.O. Box 6327
Tallahassee, FL 32314
Online filings are typically processed within 1–2 business days. Mail filings can take 5–10 business days. You can check document processing dates on the Division of Corporations website.
Step 3: Pay the state fee
If you designate your registered agent when you form your business, you’ll pay a fee for the formation paperwork and the registered agent designation.
- Corporations: $35 filing fee and $35 for registered agent designation
- LLCs: $100 filing fee and $25 for registered agent designation
- Limited partnerships: $965 filing fee and $35 for registered agent designation
To change your registered agent, you’ll only pay the lower fee for the registered agent designation listed above. Payment can be made online through Sunbiz using a credit card or electronic check, or by including a check with mailed forms.
If you decide to appoint LegalZoom as your registered agent, we will take care of the paperwork and cover the state filing fee required for the registered agent change—at no additional cost to you beyond the annual service fee.
Step 4: Update business records and notify stakeholders
After the state processes your change, you still need to update your own records and other important documents:
- Update your internal corporate records and resolutions
- Notify banks, creditors, and business partners of the change
- Update any contracts or agreements referencing the old registered agent
- Inform your previous registered agent that their services are no longer needed
Penalties for noncompliance
Under current Florida Statutes, the state may impose significant penalties, which are subject to change. These currently include:
- If an LLC fails to maintain a registered agent and registered office as required, it may not prosecute or maintain an action in Florida courts until it complies and pays all amounts required, including, if ordered by a court, a penalty of $5 per day of noncompliance up to $500.
- If a corporation fails to maintain a registered agent, it is liable to the state for a $500 annual penalty (for each year, or part of the year, of noncompliance). While noncompliant, a corporation may not defend actions brought by the Department of Legal Affairs or other state agencies, but it is not barred from prosecuting or defending private lawsuits.
- Coming into Compliance: The entire $500-per-year penalty is forgiven in full once the corporation appoints an agent and returns to compliance.
- Continued Noncompliance: If the corporation remains noncompliant, the state may bring a court action. A judge can order the company to appoint an agent, and continued refusal may result in an additional fine of up to $1,000 per day until compliance is achieved.
There can be additional consequences for corporations and LLCs, including:
- Inability to obtain certificates of good standing
- Complications with business licensing and permits
- Potential personal liability for business owners
- Difficulty conducting business transactions requiring good standing
FAQs about registered agents in Florida
Who can be a registered agent in Florida?
A registered agent in Florida can be either an individual who is a Florida resident aged 18 or older, or a business entity (corporation or LLC) that is authorized to conduct business in Florida. The registered agent must maintain a Florida street address and be available during regular business hours to receive legal documents and official correspondence.
Can I use a P.O. box for my registered agent address?
No, Florida law specifically prohibits using P.O. boxes, private mailboxes, or commercial mail receiving agencies as registered agent addresses. The registered agent must maintain a physical street address in Florida where they can be reached during regular business hours for service of process and document delivery.
What happens if I don't have a registered agent in Florida?
Operating without a registered agent in Florida can lead to serious consequences. You may face daily penalties of $5, up to $500 per year, and lose the ability to file or defend lawsuits in Florida courts. The state may take court action to enforce compliance, and persistent noncompliance can result in administrative dissolution of your business. You could also lose your good standing status and face complications with business licensing and other transactions.
How much does a registered agent cost in Florida?
Professional registered agent services in Florida typically cost between $100 and $300 per year, depending on the level of service. Basic services like document receipt and forwarding will cost less, while comprehensive services range from $200–$300 per year. LegalZoom’s Jacksonville-based registered agent service costs $249/yr and includes unlimited cloud storage, mail forwarding, junk mail filtering, and a compliance calendar to help you stay on top of important due dates.
Can my registered agent be located anywhere in Florida?
Yes, your registered agent can be located anywhere within Florida state boundaries, as long as they maintain a valid street address and are available during regular business hours. Many businesses choose registered agents in major cities like Miami, Orlando, Tampa, or Jacksonville for convenience, but any Florida location that meets the requirements is acceptable.
What is the difference between a registered agent and a registered office?
A registered agent is the person or company designated to receive legal documents and official correspondence. A registered office is the physical street address in Florida where the registered agent can be reached during business hours. Every business entity must have both a registered agent and a registered office address on file with the Florida Division of Corporations.
Do I need to notify anyone when I change my registered agent?
Yes, you must file a change form with the Florida Division of Corporations and pay the required fee. Additionally, you should update your internal business records, notify banks and creditors, update any contracts referencing the old agent, and inform your previous registered agent that their services are no longer needed.
Edward Hartman contributed to this article.
