Does a New York LLC need a registered agent? The law, quoted

Does a New York LLC need a registered agent?

The deciding word in New York's statute is "may": an LLC "may designate a registered agent" (LLC Law §302(a)).

Section 302(a) of New York's Limited Liability Company Law reads, in full:

"In addition to the designation of the secretary of state, each domestic limited liability company or authorized foreign limited liability company may designate a registered agent upon whom process against the limited liability company may be served." (LLC Law §302(a) (opens in a new tab))

A New York LLC's designation of the Secretary of State as its agent for service of process is not optional. LLC Law §301(b) says "No domestic or foreign limited liability company may be formed or authorized to do business in this state under this chapter unless its articles of organization or application for authority designates the secretary of state as such agent." (LLC Law §301 (opens in a new tab))

The articles of organization of a New York LLC designate the Secretary of State as the LLC's agent for service of process, with a post office address to which the Secretary of State mails a copy of any process (LLC Law §203(e)(4) (opens in a new tab)).

• LLC Law §301

  The Secretary of State

  The LLC's agent for service of process, named in its articles of organization

  What the law says

  Under §301(b), no LLC may be formed "unless its articles of organization or application for authority designates the secretary of state as such agent".

  After a certificate that only revokes the agent

  The Secretary of State has been the agent for service of process of every New York LLC since its formation (LLC Law §301(a), (b)).
• LLC Law §302

  A registered agent

  An additional person or company "upon whom process against the limited liability company may be served" (LLC Law §302(a))

  What the law says

  An LLC "may designate" one "In addition to the designation of the secretary of state" (LLC Law §302(a)).

  After a certificate that only revokes the agent

  "REGISTERED AGENT REVOKED" on DOS Public Inquiry. Revoking the agent designates no one new.

How many New York LLCs name a registered agent

Of the 2,069,584 active domestic LLCs in the New York Department of State's Active Corporations data set (opens in a new tab) on October 27, 2026, 573,852 (27.7%) name a registered agent, by our count, with placeholders such as "Registered Agent Revoked" left out. Among the 177,895 of them formed from October 23, 2025 to October 22, 2026, 67,198 (37.8%) name one.

Related guide: Do you have to pay a registered agent every year in NY?

When keeping a registered agent can make sense is covered in the cancelling guide.

What the State's own forms say about a registered agent

None of the Department of State's four standard forms that create or authorize an LLC has a blank for a registered agent: DOS-1336-f (domestic LLC), DOS-1374-f (PLLC), DOS-1361-f-a (foreign LLC) and DOS-1369-f-a (foreign PLLC). Each designates the Secretary of State as the agent for service of process. The statutes still provide for one: articles that name a registered agent give its "name and address within this state" (LLC Law §203(e)(5) (opens in a new tab)).

DOS-1336-f, the Articles of Organization form for a domestic LLC (Rev. 12/22), has three statements: the LLC's name, its county, and the designation of the Secretary of State with the LLC's service of process address: the post office address to which the Secretary of State mails a copy of any process against the LLC served on it. DOS-1336-f's THIRD statement opens "The Secretary of State is designated as agent of the limited liability company upon whom process against the limited liability company may be served."

DOS-1336-f's first note says "It does not contain all optional provisions under the law. You are not required to use this form."

Related guide: Can you be your own registered agent in New York?

Removing a registered agent from a New York LLC's record

Revoking a New York LLC's registered agent does not move its service of process address: the Secretary of State keeps mailing a copy of any process against the LLC to the address on file until a filing changes it. One Certificate of Change, form DOS-1359-f, can revoke the registered agent and replace the service of process address on the same filing. For an LLC suspended under §301-A, service through the Secretary of State follows LLC Law §301-A(e)(2), quoted in how the State forwards process.

When process against an LLC that is not suspended is personally delivered to the Secretary of State, a copy goes by certified mail, return receipt requested, to the address on file (LLC Law §303(a)(1)).

1. Before

   An agent is named, and the address on file is the agent company's

   Registered agent

   The agent company

   Service of process address

   The agent company's address
2. Revoke statement only

   One certificate, with the revoke statement

   Registered agent

   REGISTERED AGENT REVOKED

   Service of process address

   Still the agent company's address, until a filing changes it
3. Revoke and address statements

   One certificate, with both statements

   Registered agent

   REGISTERED AGENT REVOKED

   Service of process address

   The address the LLC chooses, replaced in its entirety

Service through the Secretary of State does not limit any other manner of service the law permits (LLC Law §303(b)).

The Certificate of Change that Remove Registered Agent files names no new agent. Depending on the record, that certificate revokes the registered agent, replaces the LLC's service of process address, or does both.

For an LLC that decides to leave its agent company, the State's side is that one certificate. The LLC can fill it in and file it itself, by email or mail. For an owner filing it by hand, it comes to at least 10 hours of work, with everything right the first time; our operator timed it. Most of those hours go to steps a quick estimate leaves out: reading the LLC Law to choose the statements, checking with the agent company, calling the Department of State and waiting for its answer, and checking everything again before mailing. In our operator's experience, one small mistake on the form brings a correction letter and a resubmission. The DOS-1359-f guide lists where the hours go.

Remove Registered Agent files electronically through its operator's service company account with the Department of State: the certificate goes into the Department's system when it is submitted, dated that day, with nothing to print, mail or scan. Of the 12 Certificates of Change our operator emailed to the Department of State from June 15 to July 1, 2026, 11 were dated the day they were sent or the next business day; a mailed one is dated no earlier than the day the mail reaches the Department. Remove Registered Agent applies LLC Law §211-A (opens in a new tab), §302 (opens in a new tab) and §301 (opens in a new tab) to your LLC's live record: which statements it calls for, and whether the address must be replaced. If the State asks for a correction, Remove Registered Agent makes the correction and resubmits the certificate at no charge.

The Certificate of Change accepted by the State, or your full $100 back.

Remove Registered Agent reads the LLC's live record and prepares the certificate; a member, manager or authorized person of the LLC signs it. Remove Registered Agent files each signed certificate electronically through the E-Submission upload of eCorp, the Department of State's online filing system, under its operator's service company account; filers without a service company account email or mail the Certificate of Change. It then sends the State's filing receipt and what changed.

Our operator's own filings show what each route has meant in practice. Of the 100 Certificates of Change our operator filed from January 12 to October 29, 2026, the 29 uploaded through eCorp's E-Submission, the route every certificate an LLC signs takes, had a median of under 1 day from filing to the State's response, and the 23 sent by mail a median of 7.2 days from mailing. These are past records, not a promise.

As of October 30, 2026, our operator has filed 100 New York Certificates of Change since January 2026, all accepted by the State: the same filing a New York LLC uses to revoke its registered agent. The Our work page lists every one: the day filed, how it was filed, the day the State responded and the days between.

Related page: Removing a New York LLC's registered agent: the options compared

Who receives service of process for a New York LLC

With or without a registered agent, process can be served on a New York LLC through the Secretary of State.

Process is the papers served to start or carry on a legal action, such as a summons; the Department of State's instructions for process servers (opens in a new tab) call a summons "process".

When process against an LLC that is not suspended is delivered to the Secretary of State in person, LLC Law §303(a)(1) says "Service of process on such limited liability company shall be complete when the secretary of state is so served." and "The secretary of state shall promptly send one of such copies by certified mail, return receipt requested, to such limited liability company at the post office address on file in the department of state specified for that purpose." (LLC Law §303 (opens in a new tab))

For an LLC that is not suspended, under LLC Law §303(a)(2), electronic service through the Secretary of State requires that the LLC have an email address on file for that purpose; the Secretary of State then emails a notice to that address and makes a copy of the process available.

A registered agent, where an LLC designates one, is an additional person or company "upon whom process against the limited liability company may be served" (LLC Law §302(a)). A registered agent company forwards process under its own contract with the LLC. Service through the Secretary of State does not limit any other manner of service the law permits (LLC Law §303(b)).

The State does not name a new agent when one is removed: the cancelling guide explains why.

What happens to the LLC's service of process address when a registered agent is removed is covered in does removing a registered agent change your service of process address?, and what still points to the agent company after a removal with no replacement in cancelling a registered agent without a replacement in New York.

How the State forwards process served on a New York LLC

Process served in person goes to the State's Albany office; for an LLC that is not suspended, the State mails a copy to the address on file.

• LLC Law §303(a)(1)

  By personal delivery

  1. How

     Personally delivering "duplicate copies of such process together with the statutory fee" at "the office of the department of state in the city of Albany" (LLC Law §303(a)(1))

  2. Service is complete

     "when the secretary of state is so served" (LLC Law §303(a)(1))

  3. Then

     The Secretary of State "shall promptly send one of such copies by certified mail, return receipt requested" (LLC Law §303(a)(1))

  Where the copy is mailed

  The post office address on file for service of process, until a filing changes it
• LLC Law §303(a)(2)

  Electronically

  1. How

     Requires that the LLC have an email address on file for that purpose

  2. Service is complete

     "when the secretary of state has reviewed and accepted service of such process" (LLC Law §303(a)(2))

  3. Then

     The Secretary of State then emails a notice to that address and makes a copy of the process available

  Where the notice goes

  The email address on file for that purpose

For an LLC suspended under §301-A, service through the Secretary of State follows LLC Law §301-A(e)(2).

Service through the Secretary of State does not limit any other manner of service the law permits (LLC Law §303(b)).

Under LLC Law §303(a)(1), process is served on the Secretary of State by personally delivering "duplicate copies of such process together with the statutory fee" at "the office of the department of state in the city of Albany". The Department of State's service of process page (opens in a new tab), read October 26, 2026, says personal service on the Secretary of State as the agent of a domestic or authorized foreign LLC "requires that two copies of the process be personally served" at One Commerce Plaza, 99 Washington Avenue, Albany, NY 12231, and that "Service by mail is not permitted." For a suspended LLC, the same service of process page (opens in a new tab) says personal delivery "requires that one copy of the process be personally served", and it refers to "the appropriate section of law for additional mailing/service requirements".

For an LLC suspended under §301-A, LLC Law §301-A(e)(2) says that service "shall be sufficient if notice thereof and a copy of the process are" either "delivered personally within or without that state to such limited liability company by a person and in the manner authorized to serve process by law of the jurisdiction in which service is made" or "sent by or on behalf of the plaintiff to such limited company by registered or certified mail with return receipt requested to the last address of such limited liability company known to the plaintiff". (LLC Law §301-A (opens in a new tab))

Related guide: Why is my New York LLC's address in Albany?

The fee is paid by whoever serves the process: §303(a)(1) has the process delivered "together with the statutory fee", and LLC Law §1101(u) (opens in a new tab) sets it at "forty dollars", with "No fee ... for process served on behalf of a county, city, town or village or other political subdivision of the state." The Department of State's service of process page (opens in a new tab) adds: "There is no additional fee for serving process electronically."

The Department of State's instructions for process servers (opens in a new tab) say: "In the case of service upon a domestic or authorized foreign entity, DOS mails one copy of the process to the entity served at the address provided by that entity."

For a domestic or authorized foreign LLC, electronic service is open only where the LLC has an email on file: the Department of State's service of process page (opens in a new tab) says process may be served electronically "provided such entity has provided the Department of State with an email address for such purpose", and its instructions (opens in a new tab) tell process servers to use Public Inquiry to determine "if the entity has opted in to receive service electronically." For an LLC that is not suspended, electronic service is complete "when the secretary of state has reviewed and accepted service of such process" (LLC Law §303(a)(2)). What the State's record shows for that email, and how a Certificate of Change adds, changes or deletes it, is in the guide to the service of process address.

For a suspended LLC, the same service of process page (opens in a new tab) says "Process on such entities may also be served through the Department of State's Electronic Service of Process system."

The Senate's text of §303 carries a second version marked "Effective February 24, 2027" that adds a third route: process served "by or on behalf of the state or a city, town, village or other political subdivision of the state" may be submitted electronically, and the Secretary of State then either sends a copy by certified mail to the address on file or emails a notice to the email on file.

Free record check: what the State shows for your LLC

Remove Registered Agent reads your LLC's live State record for free, before anything is filed.

You enter your LLC's name or DOS ID in our record check. It shows the registered agent the State lists for your LLC, if any, and its service of process address, where the Secretary of State mails a copy of any process against the LLC that is served on the Secretary of State, then says what one Certificate of Change would change and what it costs.

Leaving an agent company? What each established company's published terms ask when you leave is quoted in how to cancel a registered agent service in New York.

Remove Registered Agent, a document filing service for New York LLCs, is operated by Sandeep Arneja LLC. It is not a law firm, and this page is general information, not legal advice.

Sources

• New York Limited Liability Company Law §203 (opens in a new tab), §211-A (opens in a new tab), §301 (opens in a new tab), §301-A (opens in a new tab), §302 (opens in a new tab), §303 (opens in a new tab) and §1101 (opens in a new tab), on the New York State Senate's site.
• The Department of State's service of process page (opens in a new tab), instructions for process servers (opens in a new tab) and FAQ page for corporations and business entities (opens in a new tab), read October 26, 2026.
• Form DOS-1336-f (Rev. 12/22), and the State's three other standard formation and authority forms, DOS-1374-f, DOS-1361-f-a and DOS-1369-f-a.
• New York open data: Active Corporations (opens in a new tab) (n9v6-gdp6), counted by us October 27, 2026.
• The State's live records of 14 LLCs whose agent a Certificate of Change had revoked, read October 23, 2026.
• Our operator's Certificates of Change, each listed on Our work.