By finding the best LLC service for you, we earn an affiliate commission to keep the lights on. Here’s how.

Resign as Delaware Registered AgentWhether we’re talking weather, vacations, or bags of potato chips, all good things must come to an end, and that includes registered agent duties. There are numerous reasons you might need to give up your Delaware registered agent role, but only two ways to resign.

Registered agents play an important role in the life of an LLC, handling sensitive legal and tax documents, so it’s essential that agents follow proper resignation procedures. Otherwise, you could leave your company with unplanned fines or penalties, and you could be individually liable.

The good news for you is that resigning from your Delaware LLC registered agent role is pretty easy.

Follow these steps and the hardest part of your resignation won’t be the process itself, it’ll be saying “so long” to your former business.

Time Saving Hack: You can resign as registered agent, get all state paperwork taken care of and have a replacement agent when you hire an online registered agent service.

Notifying the Delaware LLC

In Delaware, a resigning registered agent has the option to appoint a successor themselves by including the successor’s name and address on their resignation and paying a larger fee. If you will be choosing your own replacement, you’ll need to have that person or entity approved by your LLC, and include an attachment confirming that approval, so you’ll need to reach out to your LLC before you officially resign.

If you won’t be appointing a successor, Delaware state law requires you to notify the LLC of your resignation at least 30 days before you officially file with the Secretary of State. Talking to your company in advance is a good move anyway, as it allows them time to change their registered agent without losing good standing or risking penalties.

Submitting Your Resignation

Your first priority should be to determine if you want to choose your own successor or not because this will dictate the rest of your resignation process.

If you ARE designating a successor:

  1. Get your selection approved by the LLC. You must include a statement from the company ratifying the new appointment with your resignation.
  2. Submit a Statement of Resignation to the Secretary of State’s office. There is no official form, so you can make your own, but it must include:
    • Your name and contact information (address, email, phone number)
    • A statement of your resignation
    • The name and address of your successor
    • A list of each entity that will be affected (each entity you serve as a registered agent).
    • Date
    • Your signature
  3. Mail your resignation, along with ratification statements from each affected entity and a $99 check (made out to “Delaware Secretary of State”) to the Division of Corporations at4 01 Federal St., Suite 4, Dover, DE 19901.

 

If you ARE NOT designating a successor:

  1. Make sure to notify your LLC at least 30 days before you submit your official resignation.
  2. Submit a Statement of Resignation to the Secretary of State’s office. Since there’s no official form, write one that includes the following:
    • Your name and contact information (address, email, phone number)
    • A statement of your resignation
    • A statement confirming the date that you sent notice to your LLC
    • Date
    • Your signature
  3. Mail your resignation, along with a payment of $2, to the Division of Corporations at4 01 Federal St., Suite 4, Dover, DE 19901.

Typical turnaround time for the Secretary of State is 10-15 business days, but if you need it sooner, you can choose one of four expedited service options: next day ($100), same day ($200), two-hour ($500), or one-hour ($1,000).

If you designated a successor, the change will take effect as soon as your filing is processed. If you didn’t designate a successor, you will remain on file as the LLC’s registered agent for 31 days after the filing is processed, unless the company appoints a replacement sooner.

Handing off Your Responsibilities

When you put down your registered agent responsibilities, someone else has to pick them up, or your LLC will lose its good standing with the state. Help your LLC keep its momentum by carefully planning your transition.

This starts with finding a successor who’s ready to take over right away. Even a small gap in registered agent coverage can result in severe penalties. According to the Delaware Code § 136, a company that fails to appoint a new registered agent within 30 days of resignation will forfeit its charter. A foreign entity that goes 30 days without a registered agent will have its authority to transact business revoked.

Once you’ve nominated a replacement, confirm that they meet Delaware’s registered agent requirements. They must:

  • Be an individual resident of Delaware, or a domestic entity (corporation, partnership, LLC, or statutory trust) residing in Delaware
  • Be authorized to do business in the state, if a foreign entity
  • Have a physical Delaware mailing address (not a P.O. box)
  • Be generally present at the address to receive documents and service of process

In Delaware, a business entity can be its own registered agent, as can any individual member of the entity.

However, we recommend using a registered agent service, which can take over registered agent duties, freeing up more time for the LLC’s managers to focus on running the business.

Finishing Up

You do a lot for your Delaware LLC. You’re essentially the shield that protects it from fines, the filter that catches important documents, the conductor that keeps it on track with compliance.

Because you play such an important role, it’s crucial that you follow the resignation procedures exactly — and potentially provide a replacement agent for the business. Otherwise, you might find yourself and your LLC in hot water.

Follow this guide and you’ll be totally fine. Soon, you’ll be on to your next project, whether that’s starting a new business in Delaware or something completely different.