Legislation
SECTION 302
Registered agent for service of process
Limited Liability Company Law (LLC) CHAPTER 34, ARTICLE 3
§ 302. Registered agent for service of process. (a) In addition to the
designation of the secretary of state, each domestic limited liability
company or authorized foreign limited liability company may designate a
registered agent upon whom process against the limited liability company
may be served.
(b) The agent must be either:
(1) a natural person who is a resident of this state or has a business
address in this state;
(2) a domestic limited liability company or an authorized foreign
limited liability company; or
(3) a domestic corporation or a foreign corporation authorized to do
business in this state.
(d) The registered agent of a limited liability company may resign as
such agent. The registered agent shall file a certificate with the
department of state entitled "Certificate of resignation of registered
agent of... (name of limited liability company) under subdivision (d) of
section three hundred two of the Limited Liability Company Law" and
executed by such registered agent. Such certificate shall set forth:
(1) the name of the limited liability company, and if it has been
changed, the name under which it was formed. With respect to a foreign
limited liability company, there shall be set forth its name and, if
applicable, the fictitious name the foreign limited liability company
has agreed to use in this state pursuant to section eight hundred two of
this chapter;
(2) the date the articles of organization or application for authority
was filed by the department of state;
(3) that he or she resigns as registered agent of the limited
liability company; and
(4) that he or she has sent a copy of the certificate of resignation
by registered mail to the limited liability company at the post office
address on file with the department of state specified for the mailing
of process or, if such address is the address of the registered agent,
to the office of the limited liability company in the jurisdiction of
its formation.
(e) The designation of a registered agent shall terminate thirty days
after the filing with the department of state of the certificate of
resignation. A certificate designating a new registered agent may be
delivered to the department of state by the limited liability company
within the thirty days or thereafter.
designation of the secretary of state, each domestic limited liability
company or authorized foreign limited liability company may designate a
registered agent upon whom process against the limited liability company
may be served.
(b) The agent must be either:
(1) a natural person who is a resident of this state or has a business
address in this state;
(2) a domestic limited liability company or an authorized foreign
limited liability company; or
(3) a domestic corporation or a foreign corporation authorized to do
business in this state.
(d) The registered agent of a limited liability company may resign as
such agent. The registered agent shall file a certificate with the
department of state entitled "Certificate of resignation of registered
agent of... (name of limited liability company) under subdivision (d) of
section three hundred two of the Limited Liability Company Law" and
executed by such registered agent. Such certificate shall set forth:
(1) the name of the limited liability company, and if it has been
changed, the name under which it was formed. With respect to a foreign
limited liability company, there shall be set forth its name and, if
applicable, the fictitious name the foreign limited liability company
has agreed to use in this state pursuant to section eight hundred two of
this chapter;
(2) the date the articles of organization or application for authority
was filed by the department of state;
(3) that he or she resigns as registered agent of the limited
liability company; and
(4) that he or she has sent a copy of the certificate of resignation
by registered mail to the limited liability company at the post office
address on file with the department of state specified for the mailing
of process or, if such address is the address of the registered agent,
to the office of the limited liability company in the jurisdiction of
its formation.
(e) The designation of a registered agent shall terminate thirty days
after the filing with the department of state of the certificate of
resignation. A certificate designating a new registered agent may be
delivered to the department of state by the limited liability company
within the thirty days or thereafter.