NJ registered agent
New Jersey registered agent service, $3.50 a year
New Jersey requires every corporation and LLC on its books to keep a registered agent at a real address in the state. Here is what New Jersey law says about who that agent has to be and where it has to be.
What New Jersey requires of a registered agent
The requirement
Every NJ corporation (and authorized foreign corporation) must continuously maintain a registered office in NJ and a registered agent whose business office is identical with it. The corporate agent may be a natural person age 18 or older (no express NJ-residency requirement in 14A:4-1(3)), or a domestic corporation or authorized foreign corporation. For LLCs, the agent must be an individual resident of NJ or another person with authority to transact business in NJ (42:2C-14(c)). For LPs, an individual agent must be a NJ resident (42:2A-8(c)).
(3) The registered agent may be a natural person of the age of 18 years or more, or a domestic corporation or a foreign corporation authorized to transact business in this State, whether or not any such agent corporation is organized for a purpose or purposes for which a corporation may be organized under this act. [42:2C-14(c):] An agent for service of process of a limited liability company or foreign limited liability company shall be an individual who is a resident of this State or other person with authority to transact business in this State.
Source: state statute, via incFACTS: N.J.S.A. 14A:4-1(1), (3); N.J.S.A. 42:2C-14(c)
How we comply
We don't.
What New Jersey does to your company when we don't
Here is what the state does to an entity that has no agent, or whose agent is us.
Revocation (foreign entities)
Failure to maintain a registered agent is an express ground for the Secretary of State to revoke a foreign corporation's certificate of authority (after not less than 90 days' notice and opportunity to cure).
(1) In addition to any other ground for revocation provided by law, the certificate of authority of a foreign corporation to transact business in this State may be revoked by the Secretary of State upon the conditions prescribed in this section when ... (c) the corporation has failed to maintain a registered agent in this State as required by this act; or (d) the corporation has failed, after change of its registered office or registered agent, to file in the office of the Secretary of State a statement of such change as required by this act;
Source: state statute, via incFACTS: N.J.S.A. 14A:13-10(1)(c)
And also
If the corporation does not designate a successor within 30 days after its agent resigns, it is deemed to have no registered agent or registered office in New Jersey - exposing a domestic corporation to substituted-service risk (and a foreign corporation to revocation under 14A:13-10).
If the corporation fails to designate a new registered agent within said 30-day period, the corporation shall thereafter be deemed to have no registered agent or registered office in this State.
Source: state statute, via incFACTS: N.J.S.A. 14A:4-4(3)
No access to the courts
A foreign corporation transacting business without a certificate of authority (including after revocation) cannot maintain any action in NJ courts until it obtains one; the parallel LLC rule is 42:2C-65(a).
No foreign corporation transacting business in this State without a certificate of authority shall maintain any action or proceeding in any court of this State, until such corporation shall have obtained a certificate of authority.
Source: state statute, via incFACTS: N.J.S.A. 14A:13-11(1)
Civil penalty
A foreign corporation transacting business without authority forfeits $200 to $1,000 per year (up to 5 years back), recovered by the Attorney General; a foreign LLC pays $200 per year or part thereof (42:2C-66).
a foreign corporation which transacts business in this State without a certificate of authority shall forfeit to the State a penalty of not less than $200.00, nor more than $1,000.00 for each calendar year, not more than 5 years prior thereto, in which it shall have transacted business in this State without a certificate of authority.
Source: state statute, via incFACTS: N.J.S.A. 14A:13-11(3)
The bill to come back
Reinstatement fee
A certificate of incorporation or authority revoked by proclamation (two consecutive years' annual-report failure) is reinstated on payment of a $75 reinstatement filing fee, a $20 tax clearance filing fee, the current and all delinquent annual report fees, with possible loss of the corporate name in the interim.
the certificate shall be reinstated by proclamation of the State Treasurer upon: (a) payment by the corporation of all fees due to the State Treasurer, consisting of a reinstatement filing fee of $75.00, tax clearance filing fee of $20, current annual report fee, and all delinquent annual report fees ... In the event that in the interim the corporate name has become unavailable, the State Treasurer shall issue the certificate upon ... the filing of an amendment to its certificate of incorporation to change the corporate name to an available name
Source: state statute, via incFACTS: N.J.S.A. 14A:4-5(7)
What happens to the lawsuit you never saw
Substituted service
For LLCs, the statute makes the filing office (State Treasurer) the fallback agent: if the company does not appoint or maintain an agent, or the agent cannot with reasonable diligence be found at its street address, process may be served on the filing office in duplicate, which forwards a copy to the company. No equivalent Secretary-of-State fallback appears in Title 14A for corporations - corporate service beyond 14A:4-2 is governed by the NJ court rules, which are outside this corpus.
b. If a limited liability company or foreign limited liability company does not 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 street address, the filing office is an agent of the company upon whom process, notice, or demand may be served. c. Service of any process, notice, or demand on the filing office as agent ... may be made by delivering to the filing office duplicate copies of the process, notice, or demand.
Source: state statute, via incFACTS: N.J.S.A. 42:2C-17(b)-(c)
Statutory text as captured by incFACTS (retrieved 2026-08-01, verified word-for-word against the state code 2026-08-10). Laws change. The statute governs; this page does not.