North Dakota Registered Agent Service Through FirstStop

North Dakota's Registered Agents Act, chapter 10-01.1 of the Century Code, and the LLC Act together require a registered agent. The Secretary of State, in Bismarck, puts the duty in one line: you must maintain a North Dakota registered agent that has a physical address in North Dakota.

Registration and later filings go through FirstStop. There is no standalone paper form for the Articles of Organization. The fee to register is $135.

The Secretary of State says the agent accepts any notifications of legal action, notice or demand related to the business and passes them on. It also says its notices about annual report filings, not good standing and dissolutions are sent to the address of the registered agent on your business record. This page is about LLCs, and the same agent service is open to corporations, LPs, LLPs and nonprofits.

A commercial registered agent is a person or business with a Commercial Registered Agent listing on file, and your filing gives only its name. You do not need to provide the commercial agent's address. A noncommercial agent is an individual residing in North Dakota, or a domestic or foreign corporation or LLC registered with the Secretary of State and in good standing, with a business office in North Dakota.

For a noncommercial agent, the filing must include a complete physical address in North Dakota. A commercial agent's address is already on file with the state.

The Secretary of State says a business may not serve as its own registered agent. An individual from the business can serve as the noncommercial agent if they reside in North Dakota. Serving does not make an individual liable for the actions of the organization.

It also says businesses must obtain an agent's approval before naming them, and it warns that failure to obtain approval from the named agent may result in the involuntary dissolution of your business. Proof of the approval does not have to be filed with the Secretary of State. That is North Dakota's version of consent, and it means you cannot name a friend or employee without their knowledge.

A commercial agent is named on the filing by name only, while a noncommercial agent's address is part of the filing.

If you live in North Dakota, you can list your own name and complete physical address in the Articles. Papers come to you directly, and if that address is your home, it is the address on the filing.

Any individual who lives in North Dakota, with a complete physical North Dakota address, can serve: a partner, an employee, an attorney or a family member who is willing. They are accepting a real responsibility, and their address goes on the filing.

A commercial agent is named on the filing in place of your address.

The Secretary of State lists "Registered Agent/Office Change" at $10, filed in FirstStop. The fee is per entity when the agent is a noncommercial agent. A statement of change takes effect on filing, and the interest holders or governors of the LLC do not need to approve it.

The office does not publish a turnaround time. When you move to Mainstay we prepare and file the change, and the $10 is charged at cost. Afterward, find the LLC in the FirstStop search and confirm the new agent and address are showing.

A North Dakota agent resigns with a statement of resignation naming the entity and the agent and stating that the agent resigns, along with the name and address of the person the agent will send notice to. Under NDCC 10-01.1-11 it takes effect on the earlier of the 31st day after it is filed or the appointment of a new registered agent, and the agent has to promptly give the entity notice, in a record, of the filing date. The Secretary of State may not collect a fee for the resignation, and its page lists a noncommercial agent's resignation at no fee.

The Secretary of State warns that if you do not appoint a new registered agent in time, your business can be placed in Not Good Standing or be involuntarily dissolved or terminated. Under NDCC 10-32.1-90 it may involuntarily terminate an LLC that fails to appoint and maintain a registered agent, after at least 60 days' notice by mail to the agent or, if there is none, to the principal executive office.

If an entity no longer has a registered agent, or its agent cannot with reasonable diligence be served, the Secretary of State is the agent for service of process. Service is made on the Secretary of State by registered mail or personal delivery, with a sheriff's return or an affidavit that no agent or responsible person can be found. It is deemed personal service on the entity, takes three copies and a $25 fee, and the Secretary of State forwards it by registered mail to the entity at its principal executive office address of record.

The annual report falls due every November 15. It names the registered office and agent, the principal executive office, a brief statement of the character of the business and the managers and governors or managing members. It does not require naming owners.

Because the Secretary of State sends annual report notices to the registered agent's address on your record, a new agent should know about the November 15 deadline. The next report will carry the new agent. And if an agent resigns in the spring, do not wait for the November report: file a standalone $10 change.

Under NDCC section 10-32.1-20, the Articles of Organization state the name, the registered agent, the principal executive office address, and the name and address of each organizer. A commercial agent is named by name only, and a noncommercial agent is named with an address. An effective date can be no later than 90 days after filing. Organizers are individuals of the age of eighteen years or more or other persons. On approval, the Secretary of State issues a certificate of organization.

The annual report under section 10-32.1-89 states the name and home state, the registered office and agent, the principal executive office, a brief statement of the character of the business, and the managers and governors or managing members. The Secretary of State says the report lists officers, directors, managers, governors or general partners, and there is no requirement to name owners.

After a change, the next annual report will carry the new agent, so confirm it reflects the change. Changing your North Dakota agent does not touch any registration in another state, where each state has its own agent on file.

The North Dakota agent role runs $149 a year with Mainstay and renews at $149, with compliance reminders. The annual report, due November 15 with a $50 state fee, is filed by you under this service. For a new company the $199 formation package files it and brings the agent, the Articles of Organization and your EIN application with it.

Mainstay's North Dakota address stands in for yours on the record. Whatever is served on your company is scanned and uploaded the same business day, free of charge. Three government mailings a year are scanned at no cost, then a per-piece scan or shipping fee applies. No tier includes free physical forwarding.