Whether 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 North Dakota registered agent role, but only one way 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.
Fortunately, for North Dakota LLCs it is 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.
Notifying the North Dakota LLC
The North Dakota Secretary of State doesn’t require you to inform your LLC before submitting a formal resignation. You only need to contact the company after submitting your official “Registered Agent Resignation” form. That said, it can be beneficial for all parties if you reach out in advance. By notifying your LLC beforehand, you’re giving them plenty of time to plan a change of registered agent and avoid potential penalties.
On your end, a smoother, quicker transition allows you to pass off your responsibilities sooner. After the state processes your resignation, you remain on file as the registered agent for 31 days unless the company appoints a replacement sooner. The quicker they can replace you, the sooner you can move on to your next project.
Submitting Your Resignation
As for the state-mandated part of the process, it’s pretty simple. All you need to do is complete a “Registered Agent Resignation” form and submit it to the Secretary of State via mail or fax. You can find this form on Business Forms webpage.
Got the form? Time to fill it out. There are detailed instructions on the form’s second page, but in summary, here’s the information required:
- The LLC name (exactly as it is currently registered with the Secretary of State)
- Your name
- The name and address of the LLC representative to whom you’ll send a notice after submitting your resignation
- Your signature
- The filer’s name, email, and phone number
There’s no filing fee for the Registered Agent Resignation form, so you can stash your checkbook for now. When you’re ready, submit the form via mail or fax. For postal mail, send it to:
Secretary of State
State of North Dakota
600 E Boulevard Ave, Dept 108
P.O. Box 5513
Bismarck, ND 58506-5513
You’re also welcome to fax it to (701) 328-0106.
And that’s it! But your resignation won’t take effect immediately. As mentioned above, you will retain your registered agent duties for 31 days after the form is processed unless your LLC brings on 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. After the 31-day grace period ends and your resignation takes effect, the LLC has 30 more days to appoint a successor. Any North Dakota business entity that goes more than 30 days without a valid registered agent on file can be administratively dissolved.
As a reminder, whomever the company nominates as its new agent must meet North Dakota’s registered agent requirements. They must:
- Be an individual or business entity residing in North Dakota
- Have a physical North Dakota address (P.O. boxes aren’t allowed)
- Have a mailing address in North Dakota
- Be authorized to do business in the state (if a foreign entity)
While North Dakota allows businesses to appoint their individual members to registered agent roles, sometimes it’s easier and more efficient to outsource those responsibilities to a professional service.
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.
You do a lot for your North Dakota 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 North Dakota or something completely different.