District of Columbia: LLC Registered-Agent and Registered-Office Requirements
The short answer
A District of Columbia LLC must designate and maintain a registered agent with a physical District street address. It may use a listed commercial agent, a qualifying noncommercial individual or entity, an internal officer or employee position, or a D.C. Bar member in good standing with a District office; DLCP says an entity seeking an internal self-service route should appoint an individual within the organization rather than name itself. Appointment affirms consent, resignation ends on replacement or day 31, the agent must forward served items, and a 60-day no-agent lapse can begin an administrative-dissolution process with another 60-day cure period while mail, direct-person, and Mayor fallback service remain available.
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This is the general rule in District of Columbia. Ezel applies current District of Columbia law to your specific facts and answers with citations to the statutes.
| Governing law and terminology | D.C. Business Organizations Act common registered-agent subchapter plus Uniform LLC Act; uses commercial/noncommercial 'registered agent' and Mayor (§§ 29-104.01 to -.13, 29-802.01) |
|---|---|
| Continuous designation duty | Domestic LLC must designate and maintain a registered agent in D.C.; certificate states initial agent information (§§ 29-104.02, 29-802.01) |
| Eligible individual | Noncommercial individual, internal officer/employee position, or D.C. Bar member in good standing with D.C. office; no statutory age/citizenship/exact-hours rule (§§ 29-101.02(28), 29-104.04) |
| Eligible entity and self-service | Domestic/foreign entity may serve; commercial agent files listing. DLCP says an entity with a D.C. office uses an individual within organization for self-service (§§ 29-101.02(28), 29-104.04 to -.05) |
| Registered office, address, and hours | Filing states D.C. street address plus different D.C. mailing address, if any; no P.O. box, private mailbox, or out-of-District RA address; no enacted hours (§ 29-104.03; DLCP FAQ) |
| Consent and initial filing | Organizer-signed certificate states principal office and § 29-104.04 agent information; named commercial/noncommercial appointment affirms consent; no separate agent signature (§§ 29-104.04, 29-802.01) |
| Change, resignation, and replacement | Entity filing changes on filing; agent promptly notifies. Resignation ends on replacement or day 31; commercial-listing termination fixed at 12:01 a.m. day 31 (§§ 29-102.03, 29-104.06 to -.10) |
| Agent duties and service | Agent forwards served process/notices/demands, gives Title 29 notices, and keeps information current; written service standard, with listed commercial alternatives (§§ 29-104.12 to -.13) |
| Lapse consequences and fallback service | Possible civil fines; 60 days without agent is dissolution ground, then 60-day notice/cure. Fallback: tracked mail to principal office, officer/agent hand service, or declaration+duplicate-copy Mayor service (§§ 29-101.06, 29-104.12, 29-106.01 to -.02) |
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Requirements one by one
Governing law and terminology
The common registered-agent rules are in subchapter IV of the District's
Business Organizations Act, D.C. Code §§ 29-104.01 to 29-104.13. The LLC's
formation filing is governed by the Uniform LLC Act at § 29-802.01.
The statutes use commercial registered agent, noncommercial registered
agent, and Mayor. DLCP's Superintendent of Corporations performs the
Mayor's fallback-service function.
Continuous designation duty
D.C. Code § 29-104.02 requires every domestic filing entity, including a
domestic LLC, to designate and maintain a registered agent in the District.
The organizer-signed certificate of organization supplies the initial agent
information required by § 29-104.04.
The obligation continues after formation. Sixty days without an agent becomes
an administrative-dissolution ground under § 29-106.01.
Eligible individual
D.C. Code § 29-101.02 defines the noncommercial routes to include an individual,
an individual holding a named office or employee position inside an entity, and
a D.C. Bar member in good
standing who maintains an office in the District. The statute does not state a
minimum age, citizenship requirement, or fixed availability schedule.
Every route still needs the District street address required by § 29-104.03.
Eligible entity and self-service
A domestic or foreign entity may serve as a noncommercial agent. A person in
the business of commercial representation instead files the listing required by
D.C. Code § 29-104.05.
For an entity asking whether it can name itself, current DLCP guidance directs
domestic and foreign filing entities to appoint an individual within the
organization. The statute separately supports that internal route by allowing
the filing to designate an officer or employee position and its business-office
address.
Registered office, address, and hours
D.C. Code § 29-104.03 requires a District street address and a different
District mailing address, if any. DLCP's current FAQ is more explicit about the
street field: it cannot be a P.O. box, third-party mailbox, or address outside
the District.
The registered-agent address may differ from the LLC's principal office. Title
29 states no numbered daily staffing hours.
Consent and initial filing
The organizer signs the certificate, which states the principal-office
addresses and the registered-agent information. A named commercial or
noncommercial appointment is the LLC's affirmation that the agent consented.
The internal office-or-employee-position route is written separately from that
named-agent affirmation. The statute requires the title and business-office
address, not a separate agent signature on the certificate.
Change, resignation, and replacement
Under D.C. Code § 29-102.03, an entity filing normally takes effect when the
Mayor files it. The LLC may change its agent without separate interest-holder or
governor approval; naming the replacement again affirms consent.
Noncommercial and commercial agents promptly notify represented entities about
their own filed changes. A resignation takes effect on the earlier of a
replacement or day 31 after filing. Ending an entire commercial listing is
fixed at 12:01 a.m. on day 31.
Agent duties and service
D.C. Code § 29-104.13 limits the statutory duties to forwarding served process,
notices, and demands to the latest supplied address; giving Title 29 notices;
and keeping the applicable filing or listing current. It sets no numbered
forwarding deadline.
Written service is standard. A commercial agent may list another accepted form
and its requirements.
Lapse consequences and fallback service
If the agent is absent or unservable, § 29-104.12 allows tracked mail or similar
delivery to the principal office, hand service on an officer or authorized
agent, or Mayor service. Mayor service requires a penalty-backed declaration
that the agent cannot be found and duplicate copies; the Mayor forwards one by
registered or certified mail.
Under D.C. Code § 29-101.06, failure to maintain the agent can also support
civil fines. After 60 days with no agent, the Mayor may begin dissolution. The
LLC then has 60 days after
service of the determination to cure or disprove the ground before the Mayor
dissolves it administratively.
What trips people up
An internal route names a person or position, not simply the LLC itself.
DLCP tells filing entities to appoint an individual within the organization,
and § 29-104.04 expressly allows an officer or employee position.
A mail-receiving address is not enough. The registered-agent field needs a
physical District street address; a P.O. box or private mailbox fails DLCP's
current rule.
The two 60-day periods do different work. The first creates the dissolution
ground. The second begins after the Mayor serves the determination and is the
LLC's cure-or-contest window.
Mayor service is not the only fallback. The statute also permits tracked
mail to the principal office and hand service on specified company personnel.
Common questions
When is tracked-mail fallback service effective? On the earliest of actual
receipt, the signed return-receipt date, or day five after correct deposit with
sufficient postage or payment.
Can a commercial agent accept something other than written service? Yes, if
its § 29-104.05 listing states the other form and the requirements it will
accept.
Does administrative dissolution end the agent's authority? No. D.C. Code §
29-106.02(d) expressly says it does not, even though the dissolved entity is
limited to winding up, liquidation, or seeking reinstatement.
Statutes and sources
- D.C. Code §§ 29-101.02 and 29-104.02 to -.05 — agent types,
eligibility, continuous duty, address, appointment, consent, and commercial
listing. https://code.dccouncil.gov/us/dc/council/code/sections/29-104.04
(accessed 2026-07-27) - D.C. Code §§ 29-102.03 and 29-104.06 to -.10 — filing effect,
commercial termination, company and agent changes, notice, and resignation.
https://code.dccouncil.gov/us/dc/council/code/sections/29-104.10
(accessed 2026-07-27) - D.C. Code §§ 29-104.12 to -.13 — direct and fallback service,
alternate commercial service forms, forwarding, notices, and record currency.
https://code.dccouncil.gov/us/dc/council/code/sections/29-104.12
(accessed 2026-07-27) - D.C. Code §§ 29-101.06 and 29-106.01 to -.02 — civil fines,
no-agent ground, notice-and-cure procedure, and dissolution effect.
https://code.dccouncil.gov/us/dc/council/code/sections/29-106.02
(accessed 2026-07-27) - D.C. Code § 29-802.01 and Form DLC-1 — certificate contents and
organizer execution. https://code.dccouncil.gov/us/dc/council/code/sections/29-802.01
and https://dlcp.dc.gov/sites/default/files/dc/sites/DLCP/publication/attachments/DLC-1%20Articles%20of%20Organization%20for%20Domestic%20Limited%20Liability%20Company.pdf
(accessed 2026-07-27) - DLCP Business Registration FAQs — physical-address and internal-agent
filing guidance. https://dlcp.dc.gov/page/corporations-division-business-registration-faqs
(accessed 2026-07-27)
Source links
Every statute quoted above, linked, with the date we checked it.
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