Commercial vs. Noncommercial Registered Agents

Commercial registered agents are a type of registered agent, which is the business’s legally designated recipient for service of process in a state. Twelve states provide the distinction between a commercial registered agent and a noncommercial registered agent. Several other states have similar concepts or terminology.

You may have come across the term “commercial registered agent” when registering your company or changing your registered agent with the secretary of state. You might have also learned the corresponding term “noncommercial registered agent” during the same process.

This page will explain the differences between a commercial registered agent and a noncommercial registered agent. You will also find information about how to appoint a reliable commercial registered agent for your company.

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What Is a Commercial Registered Agent?

By definition, a commercial registered agent is an individual or entity that has filed a special listing statement with their state’s corporation authority. The listing statement is designed to streamline communication between the secretary of state and the commercial registered agent. On the list, the commercial registered agent provides its company name, entity type, and address where service of process can be received.

Commercial registered agents are able to easily inform the state what companies it represents and file bulk address changes. As a result, commercial registered agents are able to offer reliability, convenience, and efficiency to their clients.

Most national registered agents, including Harbor Compliance, are commercial registered agents in the states that make the distinction.

What Is a Noncommercial Registered Agent?

Most individuals and many single-state registered agent companies fall under the category of a noncommercial registered agent, which are individuals or entities that have not filed a listing statement with the secretary of state.

Unlike commercial registered agents that represent hundreds or thousands of companies, noncommercial registered agents typically represent a small number of companies. Most noncommercial agents operate in only one state or a handful of states. They also may not want or need the added benefits conferred on commercial registered agents.

What Is the Model Registered Agents Act (MoRAA)?

Commercial and noncommercial registered agents share the same basic responsibilities. They must meet statutory requirements for maintaining a physical address in the state and consenting to their appointment.

However, there are key legal differences between commercial and noncommercial registered agents established via the Model Registered Agents Act (MoRAA).

In 2004, the International Association of Commercial Administrators (IACA) met and drafted a resolution to streamline the registration procedures for registered agents. Their results are known as MoRAA, which has a number of major outcomes, including creating two distinct classes of registered agents: commercial and noncommercial.

MoRAA streamlines the process for registered agents to register as commercial entities with state corporation offices. It provides a more efficient way for commercial registered agents to update their information, resign, and unregister. In some states, MoRAA also reduces the need for the registered agent to physically sign to accept its appointment.

Overall, MoRAA has streamlined the relationship between commercial registered agents and state corporation officials. Below, we detail the advantages of using a commercial registered agent.

States Which Have Adopted the Model Registered Agent Act (MoRAA)

12 states have adopted MoRAA
7 states have adopted MoRAA (with conditions)
33 states have not adopted MoRAA

The Uniform Law Commission maintains a current enactment map for state legislation pertaining to the Model Registered Agent Act. Currently, 12 states have adopted MoRAA in full:

  • Arkansas
  • District of Columbia
  • Idaho
  • Indiana
  • Maine
  • Montana
  • Mississippi
  • Nevada
  • North Dakota
  • South Dakota
  • Utah
  • Wyoming

Additionally, several states have either adopted parts of MoRAA or created similar provisions of their own:

  • California
  • Colorado
  • Delaware
  • Hawaii
  • Massachusetts
  • Pennsylvania
  • Washington

Notably, Pennsylvania does not have a specific “commercial registered agent” designation. Instead, Pennsylvania requires that entities designate a registered office, which is a physical address in the Commonwealth. Registered agent service providers, including Harbor Compliance, are able to register with the Pennsylvania Department of State as a Commercial Registered Office Provider (CROP).

What Are the Advantages of Using a Commercial Registered Agent?

Your company can enjoy several advantages when appointing a commercial registered agent.

  • Commercial registered agents permanently maintain their address with the secretary of state. As a result, your company must list only the agent’s name on its corporate filings. This results in fewer clerical errors that otherwise could result in missed document deliveries.
  • In states that have commercial registered agent requirements, your company is not required to obtain the registered agent’s physical signature on state forms. Instead, the state has already collected consent via the commercial registered agent’s listing statement.
  • Because commercial registered agents provide representation to so many companies, they provide infrastructure to ensure your company reliably receives service of process. Most commercial registered agents also operate in every state, meaning they can support your company as it grows.

Can Harbor Compliance Serve as My Commercial Registered Agent?

Harbor Compliance can serve as your commercial registered agent in any state. With our service, you benefit from a reliable, local presence in every state. Our nationwide offices receive and scan documents electronically and notify you the same day. We eliminate your need to file change paperwork with state agencies each time you move. Registered agent service includes complimentary access to our award-winning Entity Manager software.

  • Nationwide Presence: We provide local registered offices in all 50 states, the District of Columbia, and Puerto Rico. These offices are open during regular business hours to receive legal and government notices.
  • Same-Day Document Delivery: We scan your documents locally and deliver them to you electronically. With customizable notifications, you will never miss a delivery no matter where you are.
  • Secure Client Portal: Manage your registered agent service in a secure, cloud-based Client Portal. Easily configure notifications to alert colleagues and legal counsel of service of process.
  • Annual, Flat-Rate Service: Our flat-rate registered agent service includes document delivery with no hidden fees. Invoices are accurate and easy to understand.

Continue reading "Change of Registered Agent Service"

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