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Why your company needs a registered agent? March 7, 2008

Posted by Arieh M. Flemenbaum in Business, Business best practices, business check-up, Business Law, Business Start-ups, Chicago Business, Corporate governance.
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Too often when a person or their accountant forms a new corporate entity, some of the legal issues are ignored – particularly the need for a independent, unaffiliated registered agent.

We recommend you engage a law firm as your registered agent.

With a law firm serving as the registered agent for your corporate entity, you will have the peace of mind that you will receive timely and prompt notice if your corporate entity is served with a summons.  Also, an attorney will be able to immediately to review and assess the lawsuit and provide you with legal advice on how to answer the summons.

In contrast, if you serve as your company’s registered agent, you may save some money, but you put your company at risk. You risk having a summons being served without your knowledge and a critical deadline may pass before the summons reaches the appropriate party. Without an independent, affiliated registered agent, a summons is generally permitted to be served on any (adult) person at your principle place of business – and you have no assurance that the summons may wind up sitting in some one’s inbox for days. Worse yet, you may suffer the embarrassment of having a summons served at your home, since some jurisdictions permit a summons to be served on any adult at the home of any officer of a corporate entity.

Having a law firm serve as your independent, unaffiliated registered agent is also beneficial because a law firm should help your corporate entity maintain its the corporate shield and its separate legal identity for tax purposes. A corporate entity must comply with the statutory requirements regulating the corporate entity, including, but not limited to filing an annual report and/or corporate franchise tax return. However, you should also address any recommended corporate formalities (which are certain legal principles generally recognized in your jurisdiction) that may help a corporate entity maintain its separate legal identity for liability and tax purposes. One such important – but often overlooked – corporate formality is the creation and maintenance of corporate minutes for the annual (and special) meetings of a company’s governing board and stakeholders (i.e. shareholders or members). So, your registered agent should not only make sure that all required reports are filed, but they must be familiar with and understand how to comply with the recommended corporate formalities that may apply in your jurisdiction to your corporate entity.
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At Griffith & Jacobson, LLC, we charge a flat fee to service as corporate entity’s registered agent in Illinois. For the 2010, our fee for this service is $250 per year. With Griffith & Jacobson, LLC, you should be secure in the knowledge that any court actions which may be taken against your company and served on us as your registered agent, will be addressed promptly – you will be notified and we will advise you on how to take care of the matter quickly. As part of our service, we will also prepare your corporate entity’s annual report with the Illinois Secretary of State and ensure the recommended annual corporate minutes (resolutions) are completed and maintained in your corporate minute book.

If you would like to engage Griffith & Jacobson, LLC to act as your company’s registered agent in Illinois, please contact:

Arieh M. Flemenbaum

Griffith & Jacobson, LLC – We know your business!
312-236-8110 or at amf@gjlaw.com

Check us out at

www.GJlaw.com

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