What happens when your registered agent resigns in New York

Two filings New York calls a resignation

New York has one resignation for the registered agent and another for the process addressee.

A New York LLC's State record carries two entries that a resignation can change. One is the registered agent, a designation LLC Law §302 governs. The other is the party whose address is 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; the record calls that party the process addressee, and LLC Law §301-A lets it resign. The same agent company can hold both places on the record, or two different parties can, and each resignation is its own filing. Process is the papers served to start or carry on a legal action, such as a summons.

Related guide: Cancelling a registered agent without a replacement in New York

When a registered agent resigns in New York

A registered agent's resignation ends its designation and leaves the service of process address where it was.

A registered agent may resign by its own filing: LLC Law §302(d) says "The registered agent of a limited liability company may resign as such agent", and under §302(e) the designation ends "thirty days after the filing with the department of state of the certificate of resignation."

The Department of State's page for this certificate (opens in a new tab) says "The registered agent is required to file a Certificate of Resignation of Registered Agent with the New York Department of State." (read October 26, 2026).

On the 40 domestic LLC records we read on October 26, 2026 whose registered agent had resigned in 2026 and whose process addressee had not also resigned, the status read "Active" and the registered agent entry read "Registered Agent resigned". On 16 of the 40, the service of process address still named an agent company.

Where the agent's copy of the resignation goes

Section 302(d) lists what the agent's certificate shall set forth, ending with "that he or she has sent a copy of the certificate of resignation by registered mail to the limited liability company at the post office address on file with the department of state specified for the mailing of process or, if such address is the address of the registered agent, to the office of the limited liability company in the jurisdiction of its formation."

On the three resigned-agent records we checked on October 26, 2026, the State's record showed the LLC's office only as a county, with no street address. That is the entry the articles of organization give: LLC Law §203(e)(2) (opens in a new tab) asks for "the county within this state in which the office of the limited liability company is to be located". So the record does not show where an agent's copy went when the address on file was the agent's own.

Does the LLC have to name a new registered agent?

After a resignation, §302(e) says "A certificate designating a new registered agent may be delivered to the department of state by the limited liability company within the thirty days or thereafter." The thirty days run from the agent's filing to the end of its designation, and no text in LLC Law §302 sets a date by which the LLC must name a new agent.

Related guide: New York's rule on registered agents

Why the record says Suspended and Process Addressee Resigned

The process addressee can resign by its own filing, under LLC Law §301-A.

The Department of State's page for that certificate (opens in a new tab) says "Section 301-A of the New York State Limited Liability Company Law permits the resignation of the party whose post office address has been designated by a limited liability company as its address for service of process to be forwarded." (read October 26, 2026).

The certificate is form DOS-1373-f, and in its FOURTH statement the resigning party checks one of three boxes: where the LLC "has a registered agent, but this party is not the registered agent", that "Sixty days prior to the filing of this certificate of resignation for receipt of process" it sent a copy to "the address of the registered agent of the limited liability company"; where the LLC "has no registered agent", that it sent the copy to "the last address of the limited liability company known to this party"; or, where the LLC has no registered agent and no known address, that an attached affidavit says "a diligent, but unsuccessful, search was made to locate the limited liability company".

The certificate's FIFTH statement puts it in the form's words: "The designating limited liability company is required to deliver to the Department of State a certificate of amendment or change providing for the designation by the limited liability company of a new address and that upon its failure to file such certificate, its authority to do business in this state shall be suspended." (DOS-1373-f).

How each resignation showed on the records we read

On October 26, 2026, the State's live record showed each resignation this way:

Where both resignations were on the record, the registered agent entry varied: of the 15 such records we read, it showed "Registered Agent resigned" on 7, was blank on 5 and still showed the agent company's name on 3. All 15 read "Suspended".

On every suspended record we read, 48 in all, the old street address still sat under the name "Process Addressee Resigned". Whether the Secretary of State still mails a copy of process to that address is not established.

How the suspension ends, in the statute's words

Section 301-A(c) names three filings that "shall annul the suspension", and a Certificate of Change is one.

Remove Registered Agent files the second of those three, a Certificate of Change on form DOS-1359-f (DOS-1362-f for a foreign LLC), whose address statement says the address "is changed to read in its entirety as follows" (DOS-1359-f). The LLC chooses the new address, and a member, manager or authorized person of the LLC signs the certificate. When the record also names a registered agent, the same certificate revokes it. Remove Registered Agent files the signed certificate electronically through eCorp's E-Submission upload.

When Remove Registered Agent's free record check finds an LLC whose record reads "Suspended" with the reason "Process Addressee Resigned", it says what that certificate would change, and shows its price, before anything is filed. If the record check does not find your LLC by name, search again with its DOS ID.

The Department of State publishes no standard processing time for a Certificate of Change.

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.

Related guide: How to file DOS-1359-f to remove a New York registered agent

What can still name the old agent company after a resignation

A resignation changes one of the two entries that can name an agent company; the other can still name it.

After a registered agent service ends, a New York LLC's State record can still name the agent company, and its service of process address can still be that company's address. One Certificate of Change can take the agent company off a New York LLC's State record and, where needed, replace the LLC's service of process address.

Under LLC Law §301(c), the service of process address "shall continue until the filing of a certificate or other instrument under this chapter directing the mailing to a different post office address". The email for notice of electronic service continues the same way: under §301(c), it "shall continue until the filing of a certificate or other instrument under this chapter changing or deleting such email address." The public DOS record shows the status of electronic service of process (e-service), "Permitted" or "Not Permitted", but never the email address itself.

A resigned agent can also show as "Registered Agent Revoked". On all 6 records we read on October 26, 2026 whose agent resigned on September 29, 2023, the registered agent entry read "Registered Agent Revoked", while the filing history listed "CERTIFICATE OF RESIGNATION OF REGISTERED AGENT".

Related guide: Does removing a registered agent change your service of process address?

How often New York agents and addressees resign

In 2025, process addressees of domestic New York LLCs resigned more often than registered agents did.

In 2025, 402 Certificates of Resignation of Registered Agent and 768 Certificates of Resignation for Receipt of Process were filed for domestic New York LLCs, by our count of New York DOS open data.

Most of 2023's agent resignations were filed on one day: 17,109 on September 29, 2023. The counts are of filings for domestic LLCs in New York DOS open data, read October 26, 2026; the latest filing date in the data was October 20, 2026.

Who files what after a resignation

A resignation is the resigning party's own filing; the Certificate of Change after it is the LLC's.

Remove Registered Agent reads the LLC's live State record and files one Certificate of Change for it. Where only the agent resigned, the registered agent entry no longer names an agent; if the service of process address still names an agent company, the certificate replaces that address with one the LLC chooses. Where the record reads "Suspended" with the reason "Process Addressee Resigned", the certificate replaces that address too, and also revokes the registered agent when the record still names one.

What an agent company's own contract says about its resignation is addressed under that company's terms. The guide on cancelling a registered agent service quotes what agent companies' published terms ask when an LLC leaves, dated and linked.

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

An LLC can fill in and file that Certificate of Change 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. The certificate Remove Registered Agent prepares names the LLC exactly as the State's record does, on both pages, and carries the address statement the record calls for. 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 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. The LLC's part is to confirm its details by email, choose the new address and sign.

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.

What one certificate would change after a resignation

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.

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.