In 36 of the 50 states we have verified, the quoted statute names dissolution, revocation, forfeiture or termination as the consequence of having no registered agent; in 12 the quoted text also sets out how legal papers are served on a company without one. Fix it by filing a change of agent; the fee and form are on each state page.
Every state requires the agent to be continuously maintained. The word matters: an agent who resigned, moved, or let a subscription lapse leaves the company without one from that day.
The table quotes the statute or filing office text for each state and cites the section. Where the text is a paraphrase or from a secondary source, the row says so.
The penalty in each state
| State | What happens | Citation |
|---|---|---|
| Alabama | If an entity required to designate and maintain a registered agent fails to do so, or the registered agent cannot with reasonable diligence be served, the entity may be served with process, notice, or demand in a manner similar to service of process under the Alabama Rules of Civil Procedure.Source: law.justia.com/codes/alabama/2013/title-10a/chapter-1/section-10a-1-5. (secondary source), read 2026-09-08 | Ala. Code § 10A-1-5.35 (Failure to designate and maintain registered agent) |
| Alaska | A corporation may be dissolved involuntarily by the commissioner if... the corporation has failed for 30 days to appoint and maintain a registered agent in the state.Source: law.justia.com/codes/alaska/title-10/chapter-06/article-9/section-10-0 (secondary source), read 2026-09-08 | AS 10.06.633(a)(2) |
| Arizona | The commission may start administrative dissolution if an LLC does not "Have a statutory agent in this state for at least sixty consecutive days." The commission may start administrative dissolution if "The corporation is without a statutory agent or known place of business in this state for sixty days or more."Source: azleg.gov/ars/29/03708.htm, read 2026-09-29 | A.R.S. 29-3708(A)(2) (LLC administrative dissolution); A.R.S. 10-1420(3) (corporation administrative dissolution) |
| Arkansas | not stated on the pages we read | |
| California | A business entity's powers, rights and privileges, including the right to use its name, can be suspended or forfeited by the Secretary of State, for example for failing to file the Statement of Information that names the agentSource: sos.ca.gov/business-programs/business-entities/faqs, read 2026-09-08 | SOS FAQ, suspended/forfeited entities |
| Colorado | If you don't maintain a registered agent, your entity is at risk in four ways: you may not receive critical information (e.g. a lawsuit summons), your entity risks its good standing with the state, your business (and you personally) may be hit with fines and penalties for noncompliance, and your entity status will be changed to delinquent.Source: coloradosos.gov/pubs/business/FAQs/regAgent.html, read 2026-09-08 | C.R.S. § 7-90-701 et seq.; see also § 7-90-704(2), C.R.S. (service by mail on the entity's principal address when the registered agent cannot be located) |
| Connecticut | Whenever it comes to the attention of the Secretary of the State that a delinquent limited liability company has failed to maintain a registered agent for service, the Secretary of the State may notify the company by electronic mail that its rights and powers are prima facie forfeited; unless the company files an appointment of a registered agent within three months of the notice, the Secretary shall file a certificate of dissolution by forfeiture.Source: cga.ct.gov/current/pub/chap_613a.htm, read 2026-09-08 | Conn. Gen. Stat. § 34-267g(c) (Dissolution by forfeiture) |
| Delaware | Upon the entry of an order by the Court of Chancery enjoining a person or entity from acting as a registered agent, the Secretary of State mails notice to each affected corporation. If a domestic corporation fails to obtain and designate a new registered agent within 30 days after that notice, the Secretary shall declare the corporation's charter forfeited; if a foreign corporation, the Secretary shall forfeit its qualification to do business in the state. If no new registered agent is designated in that time, service of legal process against the corporation is thereafter made upon the Secretary of State.Source: law.justia.com/codes/delaware/title-8/chapter-1/subchapter-iii/section (secondary source), read 2026-09-09 | 8 Del. C. § 132(f)(4); § 321 |
| Florida | An LLC without a registered agent cannot maintain a court action in Florida until one is appointed; an entity that misses the annual report by the third Friday in September is administratively dissolvedSource: flsenate.gov/Laws/Statutes/2024/605.0113, read 2026-09-08 | Fla. Stat. § 605.0113(5) |
| Georgia | The LLC may be administratively dissolved if it is without a registered agent or registered office in Georgia for 60 days or moreSource: law.justia.com/codes/georgia/title-14/chapter-11/article-6/section-14- (secondary source), read 2026-09-08 | O.C.G.A. § 14-11-603 |
| Hawaii | Administrative dissolution: if grounds for dissolution (which include failure to maintain a registered agent) are not corrected within 60 days after the director's notice, the director administratively dissolves the corporation; it continues to exist but may not carry on business except to wind up and liquidate.Source: law.justia.com/codes/hawaii/title-23/chapter-414/section-414-401/ (secondary source), read 2026-09-08 | Haw. Rev. Stat. §§ 414-401, 414-402 |
| Idaho | Administrative dissolution: one ground for dissolution is failure to notify the Secretary of State within 60 days that the entity's registered agent has changed or resigned; if not cured within 60 days after notice, the Secretary of State administratively dissolves the entity.Source: legislature.idaho.gov/statutesrules/idstat/Title30/T30CH21/SECT30-21-4, read 2026-09-08 | Idaho Code § 30-21-407; Idaho Code Title 30, ch. 21, Part 6 (Administrative Dissolution) |
| Illinois | Administrative dissolution: failure to maintain a registered agent in the state is one of the enumerated grounds for administrative dissolution; the Secretary of State sends a Notice of Delinquency and, if not corrected within 90 days, issues a certificate of dissolution.Source: law.justia.com/codes/illinois/2022/chapter-805/act-805-ilcs-5/article- (secondary source), read 2026-09-08 | 805 ILCS 5/12.35, 805 ILCS 5/12.40 |
| Indiana | Failing to file a Business Entity Report (which must carry current registered-agent name and address) results in administrative dissolution of a domestic business or revocation of a foreign business's authority. Notices escalate: email reminders 90/30 days before due date, a Past Due Notice, a Pending Administrative Dissolution or Revocation notice, then an Administrative Dissolution or Revocation notice.Source: inbiz.in.gov/business-filings/business-entityreport, read 2026-09-08 | Indiana Code 23-0.5-2-13 (Business Entity Report requirement) |
| Iowa | The state may begin administrative dissolution proceedings against an LLC or corporation that lacks a registered agent for 60 days or more.Source: law.justia.com/codes/iowa/title-xii/chapter-490/section-490-501/ (secondary source), read 2026-09-08 | Iowa Code ch. 489, ch. 490 (administrative dissolution provisions) |
| Kansas | Forfeiture of the entity's articles of incorporation/authority to do business: failure to file the business entity information report or pay the annual report fee within 90 days of the due date works a forfeiture; a lapsed resident agent is an independent ground for forfeiture even if the report itself is filed on time.Source: law.justia.com/codes/kansas/chapter-17/article-75/section-17-7510/ (secondary source), read 2026-09-08 | K.S.A. 17-7510 |
| Kentucky | not stated on the pages we read | |
| Louisiana | If the registered agent resigns, or for any other reason the LLC ceases to maintain a registered agent, a successor agent must be appointed and filed within thirty days. If no statement of change is filed within thirty days after the registered office has been vacated, the office of the secretary of state may be treated as the registered office by anyone other than the LLC itself. A company that receives a Notice of Intent to Revoke must submit a completed annual report within 30 days of the notice (60 days for a foreign corporation or LLC) or its charter is revoked; reinstatement then costs $75 plus $30 per delinquent annual report.Source: law.justia.com/codes/louisiana/revised-statutes/title-12/rs-12-1308/ (secondary source), read 2026-09-15 | La. R.S. 12:1308(E)(1) and (F); SoS FAQ on the Notice of Intent to Revoke; Articles of Reinstatement #1444 fee |
| Maine | Late penalty attaches if the June 1 annual report deadline is missed; continued failure to file, pay the late penalty, or maintain a clerk/registered agent leads the Secretary of State to administratively dissolve a domestic entity or revoke a foreign entity's authority.Source: maine.gov/sos/corporations-commissions/incorporating-resources/corpora, read 2026-09-08 | 5 M.R.S. ch. 6-A (Model Registered Agents Act); Title 13-C / Title 31 dissolution provisions |
| Maryland | Failure to file the Annual Report / Personal Property Return results in an estimated assessment at twice the estimated value of the entity's personal property, and 'failure to file this report will result in forfeiture of the Maryland charter or the right to do business in Maryland.' Businesses that have not filed Articles of Dissolution, an Application for Termination, a Certificate of Cancellation or a Withdrawal Notice remain legally active until they do so, or until their charter (domestic) or authority to do business (foreign) is forfeited.Source: dat.maryland.gov/Documents/Accessible%20Documents/BPP%20-%20Annual%20R, read 2026-09-08 | Md. Code, Tax-Prop. Article (forfeiture provisions triggered by failure to file the annual report/personal property return); exact section number not in cache. Declarations on the form are made 'pursuant to Tax-Property Article §1-201'. |
| Massachusetts | not stated on the pages we read | |
| Michigan | LLC (MCL 450.4207(4), primary, cached this pass): 'If a limited liability company fails to appoint or maintain an agent for service of process, or the agent for service of process cannot be found or served through the exercise of reasonable diligence, service of process may be made by delivering or mailing by registered mail to the administrator a summons and copy of the complaint.' Separately, for all entity types, failing to file the annual report/statement (which carries the resident agent's name and address) results in dissolution, revocation, or loss of good-standing status after a two-year grace period (one year for foreign corporations), per the cached Annual Reports and Annual Statements page.Source: legislature.mi.gov/Laws/MCL, read 2026-09-08 | MCL 450.4207(4) (LLC Act, service on the administrator when no agent can be found/served); annual-report-failure consequence citation not pinpointed beyond the LARA plain-language page |
| Minnesota | Minnesota does not appear to require an LLC to maintain a registered agent at all: Minn. Stat. § 322C.0113 states an LLC 'shall have a registered office' but only 'may have a registered agent' -- registered office is mandatory, a registered agent is optional. Consistent with this, the state's own Change of Registered Office/Agent form instructs filers who do not want to designate an agent to 'list "NONE" in this box' rather than treating a missing agent as a defect. The consequence the cache DOES confirm is for failing to file the Annual Renewal (which is a separate act from lacking an agent): an entity can be administratively dissolved by the Secretary of State's office for failure to file an annual renewal, and may later retroactively reinstate by filing the current year's renewal and paying the applicable fee.Source: revisor.mn.gov/statutes/cite/322C.0113, read 2026-09-08 | Minn. Stat. § 322C.0113 (registered agent is optional for LLCs); annual-renewal dissolution citation not pinpointed beyond the plain-language corp-forms page |
| Mississippi | not stated on the pages we read | |
| Missouri | When a corporation fails to timely file an annual report, fails to maintain a registered agent, its duration expires or in several other situations, the Secretary of State may administratively dissolve that corporation.Source: sos.mo.gov/business/faqs, read 2026-09-08 | |
| Montana | not stated on the pages we read | |
| Nebraska | Failure to maintain a registered agent can result in the administrative dissolution of your business.Source: sos.nebraska.gov/business-services/updating-registered-agent-informati, read 2026-09-08 | |
| Nevada | not stated on the pages we read | |
| New Hampshire | State law requires that an LLC or corporation maintain a registered agent in the State at all times in order to be in good standing. In fact, failure to maintain an agent may result in the administrative suspension or dissolution of your business.Source: sos.nh.gov/corporations-0/registered-agents, read 2026-09-08 | |
| New Jersey | New Jersey's official pages name no penalty for having no agent as such. After 2 missed annual reports, a business may lose its authority to do business in New Jersey.Source: account.business.nj.gov/filings/annual-report, read 2026-09-29 | N.J.S.A. 42:2C-26(b) and 42:2C-53(a)(2) (LLCs) |
| New Mexico | not stated on the pages we read | |
| New York | New York does not administratively dissolve LLCs or corporations for a missed Biennial Statement; the entity is instead marked 'past due' in Department of State records, which can block a certificate of good standing and some transactions. New York does not require a privately-designated registered agent at all - the Secretary of State is statutory agent by default for every entity.Source: dos.ny.gov/biennial-statements-business-corporations-and-limited-liabi, read 2026-09-08 | NY LLC Law § 301 / BCL § 304 |
| North Carolina | The Secretary of State may administratively dissolve an LLC if it has not paid fees within 60 days after they are due, does not deliver its annual report within 60 days after it is due, or has been without a registered agent or registered office for 60 days or more.Source: ncleg.gov/EnactedLegislation/Statutes/PDF/BySection/Chapter_57D/GS_57D, read 2026-09-08 | N.C.G.S. § 57D-6-06 |
| North Dakota | Businesses must obtain an agent's approval before naming them as a commercial or noncommercial registered agent. Failure to obtain approval from the named agent may result in the involuntary dissolution of your business.Source: sos.nd.gov/business/business-services/registered-agents, read 2026-09-08 | N.D.C.C. ch. 10-01.1 |
| Ohio | If the agent resigns and no new agent is named, the Secretary of State sends notice. Unless it is fixed within 30 days, the articles or registration are canceled; reinstatement is possible within two years.Source: codes.ohio.gov/ohio-revised-code/section-1701.07, read 2026-09-29 | Ohio Rev. Code § 1701.07(F), (M) (corporations); § 1706.09 (LLCs) |
| Oklahoma | If an LLC or registered series has no registered agent or the agent cannot be found, service of process may be made on the Secretary of State as its agent. For corporations, after 30 days' notice the Secretary of State may revoke the certificate, and the entity forfeits $25 per day up to $500 per offense. Separately, an LLC or registered series that fails to file its Annual Certificate within 60 days after the due date ceases to be in good standing.Source: law.justia.com/codes/oklahoma/title-18/section-18-1134/ (secondary source), read 2026-09-08 | 18 O.S. § 1134 (corporation); 18 O.S. § 2004 (LLC service on Secretary of State); 18 O.S. § 2055.2 (LLC annual certificate good-standing lapse) |
| Oregon | Failure to maintain a proper registered agent and registered office may prevent a company from receiving notice of pending legal action, and could result in a default judgment against the company as a result of failure to appear to defend against a claim. If a registered agent resigns, the business must designate a new registered agent and provide that information to the Corporation Division. Failure to designate a new registered agent will result in administrative dissolution of the business.Source: sos.oregon.gov/business/pages/registered-agents-service-of-process.asp, read 2026-09-08 | ORS 63.647 (Grounds for administrative dissolution, limited liability companies) |
| Pennsylvania | Failure to maintain a registered office is grounds for administrative dissolution; until compliance is restored the entity cannot maintain lawsuits, enforce contracts, or collect debts (citation below not independently verified against a cached statute page). Separate matter, corrected 2026-09-09: failure to file the Annual Report [DSCB:15-146] carries no flat dollar penalty - per the cache it leads to administrative dissolution (domestic filing entity), administrative cancellation (domestic LLP) or administrative termination of registration (foreign association), each six months after the due date, beginning with Annual Reports not filed in 2027 (2025-2026 is a statutory transition/grace period, Act 122 of 2022). The '$500 penalty ... within 60 days' previously logged here for a late Annual Report was incorrect: that $500 lien penalty actually belongs to a different filing, the Certificate of Annual Registration (CAR), owed only by LLPs/LLLPs/PLLCs, due April 15, with the $500 penalty triggered if not filed by May 15.Source: pa.gov/agencies/dos/programs/business/types-of-filings-and-registratio, read 2026-09-09 | 15 Pa.C.S. § 381; 15 Pa.C.S. § 411 (both unverified against cache); 15 Pa.C.S. § 146 (Annual Report, verified 2026-09-09); 15 Pa.C.S. §§ 8221, 8998 (CAR, verified 2026-09-09) |
| Rhode Island | A corporation that fails for 30 days to appoint and maintain a registered agent can have its articles revoked by the Secretary of State, after 60 days' mailed notice. An LLC with no resident agent is served through the Secretary of State, who becomes its agent.Source: webserver.rilegislature.gov/Statutes/TITLE7/7-1.2/7-13/7-1.2-1310.htm, read 2026-09-29 | R.I. Gen. Laws § 7-1.2-1310(a)(4) and (b)(1) (corporations); § 7-16-11(e) (LLCs) |
| South Carolina | If a limited liability company or foreign limited liability company fails to appoint or maintain an agent for service of process in this State or the agent for service of process cannot with reasonable diligence be found at the agent's address, the Secretary of State is an agent of the company upon whom process, notice, or demand may be served.Source: scstatehouse.gov/code/t33c044.php, read 2026-09-08 | S.C. Code Ann. § 33-44-111(b) |
| South Dakota | Administratively dissolved/revoked for failure to keep a valid South Dakota Registered Agent on file with the Secretary of State's office.Source: sdsos.gov/Division%20of%20Business%20Services/FAQs/default.aspx, read 2026-09-08 | |
| Tennessee | If the secretary of state determines grounds exist for dissolving an LLC (including failure to maintain a registered agent, under a related provision not in this cache), the secretary serves written notice of the determination. If the LLC does not correct the ground or show it does not exist within two months after that notice, the secretary of state administratively dissolves the LLC by signing a certificate of dissolution. Administrative dissolution does not terminate the designation or authority of the LLC's registered agent or registered office. Separately, whenever a registered agent cannot be found with reasonable diligence, the secretary of state is deemed an agent of the LLC upon whom process may be served.Source: law.justia.com/codes/tennessee/title-48/limited-liability-companies/ch (secondary source), read 2026-09-09 | Tenn. Code Ann. § 48-249-605 (Procedure for and effect of administrative dissolution); § 48-249-112 (Service on LLC, not independently verified against cache) |
| Texas | A Texas filing entity may be served through the Secretary of State if the entity fails to appoint or maintain a registered agent; or the entity's registered agent cannot with reasonable diligence be found at the registered office. [Also, per the Registered Agents FAQ:] Failure to appoint or maintain a registered agent and registered office may result in the involuntary termination of a domestic filing entity or the revocation of a foreign filing entity's registration.Source: statutes.capitol.texas.gov/Docs/BO/htm/BO.5.htm, read 2026-09-29 | Tex. Bus. Orgs. Code § 5.251 (failure to designate registered agent; service on the Secretary of State) |
| Utah | From 2026-10-01 the state may start administrative dissolution if an entity has no registered agent in Utah for 60 consecutive calendar days, after notice and time to fix it.Source: le.utah.gov/Session/2026/bills/enrolled/SB0040.pdf, read 2026-09-29 | Utah Code § 16-1a-602(3) and § 16-1a-603 (S.B. 40, effective 2026-10-01); until then § 48-3a-708(1)(c) (LLC) and § 16-10a-1420(3) (corporation) |
| Vermont | Vermont charges $35.00 each time legal papers are served on the Secretary of State under its registered agent chapter; the statute text read names no separate fine.Source: legislature.vermont.gov/statutes/section/11/025/04012, read 2026-09-29 | 11 V.S.A. § 4012(b)(1) |
| Virginia | You have 31 days from the time [a registered agent's resignation] filing was completed to appoint a new registered agent. If a registered agent is not appointed by then, you will receive a notification that your business status changed to pending inactive. If this is not resolved by the last day of the second month after receiving the notification, your business status will change to terminated, revoked, or canceled automatically.Source: scc.virginia.gov/businesses/business-faqs/registered-agents, read 2026-09-08 | not stated as a Code of Virginia section number on the cached FAQ page; procedural detail from the SCC's own Registered Agent FAQ |
| Washington | The Secretary of State may commence a proceeding to dissolve a domestic entity administratively if the entity does not have a registered agent in this state for thirty consecutive days; after notice the entity has sixty days to cure, then the Secretary of State shall administratively dissolve it.Source: app.leg.wa.gov/RCW/default.aspx, read 2026-09-29 | RCW 23.95.605(3) and RCW 23.95.610 |
| West Virginia | Corporation: the Secretary of State may commence a proceeding to administratively dissolve a corporation if it does not notify the Secretary of State within 60 days that its registered agent or registered office has been changed, that its registered agent has resigned, or that its registered office has been discontinued; if the ground is not corrected within 60 days after service of the notice, the Secretary of State shall administratively dissolve the corporation. Reinstatement may be applied for within two years. LLC: the statute names no separate no-agent penalty; a late annual report carries a $50 administrative late fee and, after 30 days, the Tax Commissioner may suspend the business registration certificate.Source: code.wvlegislature.gov/31D-14-1420/, read 2026-09-29 | W. Va. Code § 31D-14-1420(a)(2) and § 31D-14-1421(b) (corporation); § 59-1-2a(h) (late fees, all entity types) |
| Wisconsin | not stated on the pages we read | |
| Wyoming | Upon receipt of resignation by a registered agent where no successor is appointed, the secretary of state shall classify the entity as delinquent awaiting administrative dissolution, revocation or forfeiture of its articles of organization as appropriate. If a business entity has no registered agent, or the agent cannot with reasonable diligence be served, the entity may be served by registered or certified mail, return receipt requested, addressed to the entity at its principal office.Source: sos.wyo.gov/Forms/WyoBiz/Registered_Offices_and_Agents_Act_Chapter_28., read 2026-09-08 | W.S. 17-28-103(f); W.S. 17-28-104(b) |
State guides
Alabama Alaska Arizona Arkansas California Colorado Connecticut Delaware Florida Georgia Hawaii Idaho Illinois Indiana Iowa Kansas Kentucky Louisiana Maine Maryland Massachusetts Michigan Minnesota Mississippi Missouri Montana Nebraska Nevada New Hampshire New Jersey New Mexico New York North Carolina North Dakota Ohio Oklahoma Oregon Pennsylvania Rhode Island South Carolina South Dakota Tennessee Texas Utah Vermont Virginia Washington West Virginia Wisconsin Wyoming
Advertising disclosure. Some provider names on this page are links to that provider's site through an affiliate network. If you buy through one of those links we may earn a commission. The price you pay does not change. Links to providers we have no agreement with go straight to their site; every provider is ranked by the same rules. Disclosed under the US FTC Endorsement Guides and the Norwegian Marketing Control Act. A Northwest Registered Agent affiliate.