LLC Registered-Agent and Registered-Office Requirements in Michigan
At a glance
| Governing law and terminology | Michigan Limited Liability Company Act; 'resident agent' and 'registered office' (Mich. Comp. Laws §§ 450.4101, 450.4207) |
|---|---|
| Continuous designation duty | Domestic LLC must continuously maintain both a Michigan registered office and resident agent; articles state the initial agent and office (§§ 450.4203(c), 450.4207(1)) |
| Eligible individual | Individual must reside in Michigan and use a business office or residence identical to the registered office; no separate statutory age or citizenship rule (§ 450.4207(1)(b)) |
| Eligible entity and self-service | Domestic corporation or LLC, or authorized foreign corporation or LLC, qualifies with a matching business office; the statute does not exclude the represented LLC, and an owner may serve personally if independently qualified (§ 450.4207(1)(b)) |
| Registered office, address, and hours | Michigan street address; separate mailing address may be a P.O. box; agent's business office or residence must be identical to registered office; no fixed statutory hours (§§ 450.4203(c), 450.4207(1); Form 700) |
| Consent and initial filing | Organizer-signed articles name agent and state office street/mailing addresses; current form has no separate agent signature or filed acceptance (§ 450.4203(c); Form 700) |
| Change, resignation, and replacement | LLC files agent/office change, ordinarily effective when endorsed; agent may move office by filing and mailing copy; resignation ends on successor appointment or day 30, and LLC must promptly appoint successor (§§ 450.4104(6), 450.4208-.4209) |
| Agent duties and service | Resident agent receives process, notices, and demands; statute states no separate private-agent forwarding deadline (§ 450.4207(2)) |
| Lapse consequences and fallback service | No agent or unfindable/unservable agent permits registered-mail delivery of summons and complaint to administrator; separate 2-year annual-statement default can end good standing after notice and 60-day cure, but LLC remains in existence (§§ 450.4207(4), 450.4207a(2)-(3)) |
Requirements one by one
Governing law and terminology
Mich. Comp. Laws § 450.4101 calls the governing statute the Michigan limited liability company act. Michigan uses resident agent for the recipient and registered office for the Michigan location.
Continuous designation duty
Section 450.4207(1) requires a domestic LLC to have and continuously maintain both items in Michigan. The office may be the LLC's place of business, but it does not have to be.
The duty starts in the formation filing. Mich. Comp. Laws § 450.4203(c) requires the articles to state the initial registered office's street address, a different mailing address if there is one, and the initial resident agent's name.
Eligible individual
An individual agent must be a Michigan resident. That person's business office or residence must be identical to the registered office under § 450.4207(1). The section states no separate minimum age or citizenship condition.
A member, manager, owner, or employee receives no special exemption. The person may serve by independently meeting the resident-and-address test.
Eligible entity and self-service
Section 450.4207(1) lists four entity categories: a domestic corporation, an authorized foreign corporation, a domestic LLC, and an authorized foreign LLC. Each must have a business office identical to the registered office.
Unlike statutes that expressly exclude the represented company, Michigan's listed domestic-LLC category contains no such exclusion. A filer using the LLC itself should still identify a real Michigan registered office where the entity can receive service; merely repeating the company name does not eliminate the address requirement.
Registered office, address, and hours
The current Form 700 separates the street address of the Michigan registered office from an optional different mailing address. The mailing field may use a P.O. box, but LARA's Form 520 says a P.O. box cannot be the registered office itself.
The agent's business office or residence and the registered office must be the same address. Neither § 450.4207 nor the current forms prescribe a fixed daily availability window.
Consent and initial filing
The current articles form names the resident agent and office but contains only the organizer-signature block. Section 450.4203(c) likewise requires the agent name and address information without a separate filed acceptance or agent signature.
That filing design is not permission to list an unwilling person. It means only that Michigan does not make a separate agent-consent document part of the statutory formation filing.
Change, resignation, and replacement
The LLC changes its agent or office through the statement described in § 450.4209 and current Form 520. The filing states the old and new information, confirms that the agent address and registered office are identical, and records the required company authorization. Under § 450.4104(6), the filed document is effective when endorsed unless it states a later time no more than 90 days after delivery.
An agent that moves within Michigan may file the office-address change and mail a copy to the LLC. An agent resigns by filing written notice with both the administrator and a member or manager under § 450.4208. The LLC must promptly appoint a successor. If the notice is filed July 27 and no successor is named, the appointment ends 30 days later; an earlier successor appointment ends it sooner.
Agent duties and service
Section 450.4207(2) makes the resident agent the person or entity on whom legal process, notices, and demands may be served. The LLC Act defines that receipt role but states no separate private-agent forwarding deadline or damages rule.
Lapse consequences and fallback service
An agent lapse does not make the LLC unreachable. If the company fails to appoint or maintain an agent, or the agent cannot be found or served despite reasonable diligence, § 450.4207(4) permits delivery or registered-mail service of the summons and complaint on the state administrator.
Michigan's ordinary good-standing consequence follows a separate annual- statement track. After two consecutive missed statements, the administrator sends notice. If all missing statements and fees are not filed within 60 days, § 450.4207a makes the LLC not in good standing. The company nevertheless remains in existence and may continue transacting business.
What trips people up
Michigan calls the role a resident agent. “Registered agent” is common national shorthand, but the Michigan LLC Act pairs a resident agent with a registered office.
The same-address rule is stricter than a mailing-address rule. The agent's business office or residence must match the registered office. A separate P.O. box may be listed only as the mailing address.
Resignation is not immediate. It ends on the earlier successor appointment or the end of the 30-day statutory period, while the LLC has a prompt-replacement duty.
No agent does not mean no service. Section 450.4207(4) supplies a direct administrator route after the no-agent or reasonable-diligence condition is met.
Common questions
Can a member use a home address? Yes, if the member is a Michigan-resident individual and that residence is the registered office. The address becomes part of the public formation record.
Can the resident agent move the registered office? Yes. Section 450.4209(2) lets the agent file a Michigan address change and requires a copy to be mailed to the LLC.
Does loss of good standing dissolve the LLC? No. Section 450.4207a expressly says the company remains in existence and may continue transacting business, although other filing and name-protection consequences apply.
Statutes and sources
- Mich. Comp. Laws §§ 450.4101, 450.4203, and 450.4207 — Act name, articles contents, continuous office/agent duty, eligibility, receipt role, and administrator fallback service. https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4207 (accessed 2026-07-27)
- Mich. Comp. Laws §§ 450.4104 and 450.4208-.4209 — filing effectiveness, company changes, agent address changes, resignation, notice, and replacement. https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4208 (accessed 2026-07-27)
- Mich. Comp. Laws § 450.4207a — missed annual statements, notice, 60-day cure, loss of good standing, and continued existence. https://www.legislature.mi.gov/Laws/MCL?objectName=mcl-450-4207a (accessed 2026-07-27)
- Michigan LARA Forms CSCL/CD 700, 520, and 521 — current public filing fields and instructions for formation, street/mailing addresses, change, and resignation. https://www.michigan.gov/lara/-/media/Project/Websites/lara/cscl/NonImages_new/Corps/forms/llc/700-0725.pdf (accessed 2026-07-27)
Source links
Every statute quoted above, linked, with the date we checked it.
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