Statutory Agent FAQs

J. Taylor Swick Sept. 23, 2022

What is a statutory agent in Arizona?

A statutory agent is a person or business entity designated by a limited liability company ("LLC") or corporation to receive legal notice of lawsuits on the company's behalf.

Who can be a statutory agent in Arizona?

In Arizona, a statutory agent may be:

  • Any "natural person" (individual) who is at least 18 years old and resides in Arizona;

  • Any LLC that is organized in Arizona or (for out-of-state LLCs) authorized to transact business in Arizona; or

  • Any corporation that is incorporated in Arizona or (for out-of-state corporations) authorized to transact business in Arizona.

Who normally serves as Arizona statutory agent for business entities?

Owners of Arizona companies often serve as their own statutory agents. If a business entity already has a relationship with a business lawyer, then the lawyer or their law firm will often serve as the company's statutory agent. As a courtesy to its business clients, The 928 Law Firm typically serves as statutory agent for their business clients at no additional charge.

What are the requirements for Arizona statutory agents?

Regardless of whether an Arizona statutory agent is an individual or a business entity, they must have a street address in Arizona where they can be served with legal notices of lawsuits against the company for which the statutory agent serves.

What business entities need a statutory agent?

All LLCs and corporations must have a statutory agent at all times during the life of the corporate entity.

What happens if an LLC or corporation does not have a statutory agent?

The Arizona Corporation Commission will not approve the formation of an LLC or corporation if the business entity does not have a statutory agent. If an LLC or corporation does not maintain a statutory agent in Arizona (for examples, because the statutory agent resigns, passes away, or moves out of state), the AZCC will administratively dissolve the business entity.

How is an Arizona statutory agent appointed?

When a new LLC or corporation is being formed with the Arizona Corporation Commission (or when an out-of-state LLC or corporation is being registered to conduct business in Arizona), the business entity must provide the name and street address of a person or business entity to serve as its statutory agent. The statutory agent must also promptly "accept appointment" as the business entity's statutory agent; if this does not happen, then the AZCC will reject the application to form or register the LLC or corporation. If an LLC or corporation later needs to change statutory agents, the process is essentially the same -- documents must be filed with the AZCC indicating the new statutory agent's name and street address, and then the proposed statutory agent must promptly accept the appointment. Designation of a statutory agent and acceptance of appointment may be done with paper filings or electronic submissions to the AZCC.

How can an Arizona statutory agent resign?

An Arizona statutory agent may resign from their position by submitting (electronically or on paper) a signed statement of their resignation. If the statutory agent's street address is also being used as the business entity's known place of business, then the statutory agent may also inform the AZCC that the known place of business is discontinued.

What are the duties of an Arizona statutory agent?

Once an Arizona statutory agent has accepted appointment, they must:

  • Notify the Arizona Corporation Commission if their name or street address changes;

  • Notify the business entity (for which they serve as statutory agent) if their name or street address changes;

  • Notify the AZCC and the business entity when they are submitting their resignation; and

  • Promptly give to the business entity any legal notices that are served on the statutory agent for the business entity.

What happens if a legal notice cannot be served on an Arizona statutory agent?

The Arizona Rules of Civil Procedure state that if an Arizona corporation does not have a statutory agent or corporate officer who can be served within Arizona, then the legal notice may be served on the Arizona Corporation Commission. Accordingly, an Arizona company and its owners may suffer tragic consequences if they fail to maintain a statutory agent in Arizona because they may not receive actual notice of a lawsuit against them until the lawsuit has already resulted in a default judgment against the company that failed to maintain a statutory agent within Arizona.

What are the benefits of companies having The 928 Law Firm as their statutory agent?

Running a business is often an all-consuming commitment, and sometimes it's easy for business owners to forget to do seemingly-small things which can have horrendous consequences. If a business owner serving as their own statutory agent fails to update their street address, then they may not receive legal notices that need to be served on them. As noted above, legal notices which cannot be served on a statutory agent or officer of a company may then be served on the Arizona Corporation Commission, and a lawsuit might proceed against a company even if the company and its owners never actually knew about the lawsuit.

The 928 Law Firm routinely serves as the statutory agent for its business clients, which means that when our business clients get sued, their legal team can promptly notify them of the legal notice while also advising them of what action they may need to take and how quickly such action may be required. Additionally, since The 928 Law Firm serves as statutory agent for a large number of companies, our clients can trust that we will properly manage our records with the AZCC and notify our clients immediately of any legal notices that we receive on their behalf.

The 928 Law Firm is here for you

If you are interested in having The 928 Law Firm serve as the statutory agent for your company, please contact us right away using the contact information below.