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What happens when a registered agent resigns

A registered agent resigns by filing a statement of resignation with the state and mailing a copy to the company. In Florida the agent stays in place until the earlier of 31 days after that filing or the day a new agent is appointed, and the company has to appoint a replacement or it cannot maintain a court action.

Last checked against the official sources listed on this page.

Published by Vermilion Vitez LLC, which sells LLC formation and resells registered-agent service fulfilled by Registered Agents Inc.

How a resignation happens

A Florida registered agent resigns by delivering a signed statement of resignation for filing with the Division of Corporations. The statement names the company. After it is filed, the agent must promptly mail a copy to the company's current mailing address (Fla. Stat. 605.0115).

The agent may resign even if the company is not in active status, so a dissolved or administratively revoked company does not block the resignation.

The window before it takes effect

The agent's appointment ends on the earlier of two events: the 31st day after the state files the statement of resignation, or the day a statement of change or another record designating a new agent is filed. The company can appoint a replacement during that window.

Once the resignation takes effect, the agent is no longer responsible for a matter later tendered to it.

A service that resigns from many long-dissolved companies at once may file a single composite statement of resignation that covers all of them. The composite option applies to companies that have been dissolved, voluntarily or otherwise, for ten years or longer, and each company's name and dissolution date must be listed.

What the transition costs

Florida's fee schedule lists a registered agent resignation by an active entity at $85.00 and by a dissolved entity at $25.00. Appointing a replacement is a separate step: a statement of change to name a new agent is $25.00 for an LLC (Division of Corporations fee schedule).

Appointing a successor agent

A company appoints a successor by filing a statement of change. The statement names the company, the current agent, the new agent, and the current and new registered office address, and the successor's written acceptance is included with or attached to it (Fla. Stat. 605.0114).

An LLC may not prosecute or maintain an action in a Florida court until it complies with the registered agent requirement, pays amounts owed, and pays a court-ordered penalty of up to $5 per day, capped at $500 (Fla. Stat. 605.0113).

When the agent is a service

Vermilion Vitez resells registered-agent service fulfilled by Registered Agents Inc. at $74.25 a year.

Related page on vermilionvitez.com: https://vermilionvitez.com/blog-change-registered-agent

Official sources

FAQ

How long does a registered agent stay in place after resigning?

Until the earlier of 31 days after the state files the statement of resignation, or the day a new agent is designated. The company has that window to appoint a replacement.

Can a registered agent resign if the company is dissolved?

Yes. A Florida registered agent may resign regardless of whether the company has active status.

Who is served while there is no agent?

The company is required to maintain an agent at all times, and an LLC without one cannot maintain a court action until it complies.

How much does it cost for a registered agent to resign?

The Florida fee schedule lists a registered agent resignation by an active entity at $85.00 and by a dissolved entity at $25.00. Naming a replacement is a separate statement of change, listed at $25.00 for an LLC.

This page is general information about how a filing works, taken from the official sources listed above. It is not legal, tax, or financial advice, and it does not recommend any business structure. Confirm current forms, fees, and deadlines on the official source before you file.

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