I set up my LLC about two years ago with one of those online formation services. The service has been fine but I'm not happy with their fees and their customer support has gotten worse. I want to move to a different company that offers registered agent service and maybe help with annual reports. The problem is my LLC already exists and I'm worried about messing something up. Has anyone switched formation companies after the fact? Do I just hire a new registered agent and tell the old one to resign, or is there more to it? I don't want to dissolve and reform because I have a business bank account and a couple of contracts tied to the current LLC.
LLC
I want to switch formation companies, but my LLC already exists
You don't need to reform the LLC. The formation company is usually just the registered agent and maybe a filing service. You can change registered agents by filing a form with your state and having the new agent consent. Check your state's secretary of state website for the exact form. The old company wlil often keep charging you until you formally terminate their service, so read your contract.
Depends on the state. Some states require the registered agent to signn off on the change, others don't. I did this in Colorado and it was a single online form. Took ten minutes.
Make sure you actually cancel the old service. I switched registered agents but forgot to cacel the old subscription and got billed for another year. They refunded it but only after I called three times. Not a huge deal but annoying.
What kind of coantracts are tied to the LLC? If they reference the LLC by name and state, changing registered agent should not affect them. Your EIN stays the same. Your bank account stays the same. The only thing that changes is who receives service of process.
Also check whether your current formation company is listed as the organizer or manager in your articles of organization. Usually they are not, but if they are you might need to file an amendment. Pull your articles from the state website and look.
I wouldn't overthink it. People switch registered agents all the time. The formation company is not the LLC. The LLC is a separate legal entity. Just follow the state's process.
One thing nobody mentioned: if the old company is also handling your annual report filings, you need to make sure that transitions too. Some of them bundle annual report service and if you cancel the registered agent they might drop the filing service without telling you. That can lead to penalties if you miss a deadline. I'd confirm in writing what exactly you're canceling and what the new company will handle ngl.
Good point. The annual report is usually straightforward to file yourself on the state site, but if you want the new company to do it, get it in writing.
Is there any reason to stay with a formation company at all after the LLC exists? I just use a cheap registered agent service and file my own annual report. Saves money.
Same here. Formation companies are for the initial filing. After that you mostly just need a registered agent.
Some people like having one company handle everything, but it does cost more. If you are comfortable with the state portal, DIY is fine.
Thanks everyone. I pulled my articles and the formation company is not listed as organizer or manager. I'll contact the new company about their registered agent change process and make sure I get a written cancellation from the old one.
Sounds like you're on the right track. Just dont cancel the old service until the new agent is officially on record with the state. You don't want a gap where you have no registered agent.
And keep copies of everything. Screenshot the the confirmation from the state and save the cancellation email. Banks and contract counterparties rarely ask, but if they do you'll have it.
Let us know how it goes. I'm considering the same thing but I've been putting it off because I assumed it would be a hassle.