Whether we’re talking weather, vacations, or bags of potato chips, all good things must come to an end, and that includes resident agent duties. There are numerous reasons you might need to give up your Rhode Island resident agent role, but only one way to resign.
Resident 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.
But on the bright side, resigning from a Rhode Island LLC is a straightforward process.
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.
Quick Note: The most simple way to resign as a resident agent in Rhode Island is to hire a service like Northwest Registered Agent to handle the paperwork and process for you. Plus, they’ll actually take over the LLC resident agent responsibilities so the business never falls out of good standing with the state.
Notifying the Rhode Island LLC
Because resident agents are so crucial to their LLCs, Rhode Island state law (Section 7-16-11) mandates that you give your company ample time to find a replacement. This means informing them before submitting your formal resignation to the Department of State. In doing so, you’re allowing the LLC more time to plan for a resident agent change and facilitate a smooth transition.
It will help you pass along your responsibilities sooner too. After your resignation is processed, you remain the resident agent for 30 days unless the LLC appoints your replacement sooner. If they already have someone lined up, you’ll be moving on sooner.
Submitting Your Resignation
After you’ve delivered notice to the LLC, it’s time to file your resignation with the state, which will officially take your name off the books. There is no official resignation form so you will need to create your own. But don’t worry, there are only a few pieces of information you need to include. They are:
- The LLC name (exactly as it appears on the Department of State’s records)
- Your name
- Your address
- A statement of your resignation
- A statement confirming that you have sent notice to your LLC
- Your signature
Technically, there’s no fee to submit a resignation. However, the Department of State charges a $10 processing fee for any form that isn’t listed on their website, so it will cost you $10, payable by check (made out to “Rhode Island Department of State”) by mail and cash, credit card, or check in person. Then, mail or hand-deliver your resignation and payment to:
Divisions of Business Services
148 W. River St.
Providence, RI 02904-2615
Typically, the Department of State will process your submission within two business days. As mentioned earlier, your resignation will take effect 30 days after being processed, unless your LLC brings on a new agent sooner.
Handing off Your Responsibilities
When you put down your resident 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 resident agent coverage can result in severe penalties. After filing your resignation and waiting the requisite 30 days, your name will be cleared from the LLC’s file. At that point, if they haven’t appointed a new agent, they have 30 days to do so, or the state will administratively dissolve the company.
No matter who the LLC appoints as your replacement, that person or entity must meet Rhode Island’s resident agent requirements, meaning they must:
- Be an individual resident of Rhode Island or a corporation authorized to do business in the state
- Have a physical Rhode Island address (P.O. boxes aren’t allowed)
- Have a mailing address in Rhode Island
- Be generally available at the registered office address during normal business hours
An LLC is allowed to appoint one of its individual members as its resident agent, but sometimes hiring a professional service instead will save time and stress.
We recommend using a resident agent service, which can take over resident agent duties, freeing up more time for the LLC’s managers to focus on running the business.
You do a lot for your Rhode Island 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 Rhode Island or something completely different.