When Is a Change of Registered Agent Required in Florida?
Florida law requires every filing entity to deliver a statement of change to the Florida Department of State, Division of Corporations, whenever the entity changes its registered agent, its registered office address, or both. Under the Florida Business Corporation Act (Fla. Stat. ch. 607) § 607.0502, a corporation may deliver a statement of change for filing with the Department of State to update its registered agent or registered office. Parallel provisions govern LLCs under Fla. Stat. § 605.0114, limited partnerships and LLLPs under Fla. Stat. § 620.1115, and nonprofit corporations under Fla. Stat. § 617.0502.
Every domestic and foreign filing entity is required to designate and continuously maintain a registered agent and a registered office in the State of Florida. A corporation that fails to appoint and maintain a registered agent may be administratively dissolved by the Department of State. A foreign entity that fails to do so may have its certificate of authority revoked. The obligation to file a statement of change arises whenever the entity’s registered agent information on file with the Division of Corporations becomes inaccurate for any reason, including the following circumstances:
- The current registered agent resigns.
- The current registered agent moves out of Florida or is no longer a Florida resident.
- The registered agent’s address changes due to postal renaming, physical relocation, or any other cause.
- The registered agent is no longer available at the registered office during normal business hours.
- The entity voluntarily selects a new registered agent.
- The current agent no longer consents to serve.
Florida does not distinguish between a voluntary and an involuntary change — the filing requirement is the same regardless of the reason. Entities must deliver a statement of change within 30 days after any change has occurred in the name or address of the registered agent, or risk administrative dissolution or revocation.
Grounds for Changing Your Registered Agent in Florida
The most common grounds for filing a change of registered agent or registered office in Florida are summarized below. Each ground triggers the same filing obligation: the delivery of a statement of change to the Division of Corporations.
| Ground | Filing Required |
| Registered agent resigns | Statement of change to appoint a replacement agent |
| Registered agent moves out of Florida | Statement of change to designate a new qualified agent |
| Registered agent’s address changes | Statement of change (or agent-initiated address change) |
| Entity switches to a professional registered agent service | Statement of change naming the new agent |
| Registered agent no longer available during business hours | Statement of change to designate a new agent |
| Agent no longer consents to serve | Statement of change to designate a new consenting agent |
| Entity relocates its registered office | Statement of change reflecting the new address |
The entity’s registered agent information is part of the public record maintained by the Division of Corporations and is searchable through the Sunbiz business search portal. Any inaccurate or outdated information should be corrected promptly by filing the appropriate statement of change to avoid triggering the administrative dissolution or revocation process.
Florida Registered Agent Change Requirements
Before filing a statement of change, the entity must confirm that the new registered agent meets Florida’s eligibility, address, and consent requirements.
Eligibility of the New Registered Agent
- Option A – Organization: A domestic entity or a foreign entity authorized to transact business in Florida, provided the entity is an “authorized entity” — meaning a corporation for profit, a limited liability company, a limited liability partnership, or a limited partnership (including an LLLP). The filing entity itself cannot serve as its own registered agent. The organization’s business address must be identical to the registered office address.
- Option B – Individual: An individual who resides in the State of Florida and whose business address is identical to the address of the registered office.
Registered Office Address
The registered office must be a physical street address in Florida where service of process can be personally delivered during normal business hours. A P.O. Box, mailbox-only service, or telephone answering service does not satisfy this requirement. The registered office address must be identical to the business address of the registered agent.
Consent of the New Registered Agent
Each successor registered agent must file a written statement of acceptance with the Department of State, “in the form and manner prescribed by the department, accepting the appointment as registered agent while simultaneously being designated as the registered agent,” as required by Fla. Stat. § 607.0501(3) for corporations and Fla. Stat. § 605.0113(2) for LLCs. The statement of acceptance must confirm that the registered agent is familiar with and accepts the obligations of the position. For corporations, this written acceptance must be included in or attached to the statement of change. On the change-of-agent form itself, the new registered agent signs an acceptance stating: “I hereby accept the appointment as registered agent and agree to act in this capacity.”
Execution
The statement of change must be signed by an officer or director of the entity (for corporations), or by a person authorized to act on behalf of the entity (for LLCs and limited partnerships). The form must also be signed by the new registered agent as evidence of acceptance. Notarization is not required.
How to File a Statement of Change of Registered Office/Agent
Florida uses different forms for different entity types to change a registered agent. The corporation form — Form CR2E045 – Statement of Change of Registered Office or Registered Agent — covers both domestic and foreign, profit and nonprofit corporations and is filed pursuant to Fla. Stat. §§ 607.0502, 617.0502, 607.1508, or 617.1508. LLCs file a separate Statement of Registered Agent/Registered Office Change available on the LLC forms page. Limited partnerships and LLLPs file their change form available on the partnership forms page.
The form completion process follows a consistent structure across entity types:
- Cover letter (corporations): Complete the cover letter with the entity name, document number, contact person’s name, firm name, address, e-mail, and telephone number. Enclose the filing fee check.
- Entity information fields: Enter the legal name of the entity, the principal office address, the mailing address (if different), the date of incorporation or qualification, and the document number assigned by the Division of Corporations.
- Current registered agent information: Provide the name and street address of the current registered agent and registered office on file with the Division of Corporations. If the agent has resigned, enter “resigned.”
- New registered agent and registered office: Enter the name of the new registered agent and the new registered office street address. The form requires that “the street address of its registered office and the street address of the business office of its registered agent, as changed, will be identical.”
- Authorization statement: The form includes a recitation that the change was authorized by resolution duly adopted by the entity’s board of directors (for corporations) or by an authorized person of the entity.
- Signature of authorized person: An officer, director, or authorized person must sign the form.
- Registered agent acceptance: The new registered agent must sign the form to accept the appointment and confirm familiarity with and acceptance of the obligations of the position.
Note: The registered agent change can also be made through the entity’s annual report filed with the Division of Corporations. Under Fla. Stat. § 607.0502(4), the changes “may also be made on the corporation’s annual report” or in an application for reinstatement.
Filing Method: Online vs. Mail
The Division of Corporations accepts change-of-agent filings by mail. The registered agent change can also be made through the entity’s annual report, which is filed online through the Sunbiz e-filing portal. The Division does not provide a standalone online filing option for the change-of-agent form (Form CR2E045) apart from the annual report method.
| Method | Details |
| Amendment Section, Division of Corporations, P.O. Box 6327, Tallahassee, FL 32314 | |
| In person | Amendment Section, Division of Corporations, The Centre of Tallahassee, 2415 N. Monroe Street, Suite 810, Tallahassee, FL 32303 |
| Annual report (online) | File an annual report or amended annual report through the Sunbiz e-filing portal to update the registered agent and registered office online with a credit card |
The Division recommends filing an annual report or amended annual report as the fastest method to update registered agent information. The Sunbiz update information page states that entities formed prior to January 1 of the current year can file an annual report or amended annual report using a credit card, and “updates will post within minutes of filing.” For entities formed after January 1 of the current year (that are not yet due an annual report), the PDF form filed by mail is the primary filing method.
Payment options for mail filings: Make all checks payable to the Florida Department of State. Checks and money orders must be payable in U.S. currency drawn from a U.S. bank. Credit cards accepted for online filing (through the annual report) include MasterCard, Visa, Discover, and American Express. Entities may also use a Prepaid Sunbiz E-File Account.
Registered Agent Change Filing Fees by Entity Type
Filing fees differ by entity type in Florida. The fee for changing a registered agent is set by the Division of Corporations fee schedule.
| Entity Type | Filing Fee |
| Profit corporation (domestic) | $35.00 |
| Nonprofit corporation (domestic) | $35.00 |
| Foreign profit corporation | $35.00 |
| Foreign nonprofit corporation | $35.00 |
| Limited liability company (domestic) | $25.00 |
| Foreign limited liability company | $25.00 |
| Limited partnership / LLLP (domestic) | $35.00 |
| Foreign limited partnership / LLLP | $35.00 |
| General partnership / LLP | $35.00 |
The LLC fee schedule sets the LLC change-of-registered-agent fee at $25.00, which is lower than the $35.00 fee that applies to corporations and limited partnerships under the corporate fee schedule and LP fee schedule.
Registered agent resignation fees are separate and vary by entity type and status. For an active corporation, the resignation fee is $87.50; for an inactive corporation, it is $35.00. For an active LLC, the resignation fee is $85.00; for a dissolved LLC, it is $25.00. For a limited partnership, the resignation fee is $87.50.
Note: When changing a registered agent through the annual report filed online, the annual report filing fee applies (e.g., $150.00 for a profit corporation, $61.25 for a nonprofit corporation, $138.75 for an LLC), and the registered agent change is included within that filing at no additional charge beyond the report fee.
Effective Date of a Registered Agent Change in Florida
A statement of change of registered agent in Florida takes effect when filed with the Department of State.
Immediate effect: Under Fla. Stat. § 607.0502(3), for corporations, “a statement of change is effective when filed by the department.” The same rule applies to LLCs under Fla. Stat. § 605.0114(3) and to limited partnerships under Fla. Stat. § 620.1115(2). There is no delayed effective date or future-event option for a statement of change of registered agent in Florida — the change becomes effective as soon as the Department of State files the document.
When the change is made through the annual report filed online, the update posts to the Division of Corporations’ records within minutes of filing. When the change is filed by mail using the PDF form, the effective date is the date the Department of State files the document, which depends on current processing times. The Division publishes current document processing dates on its website, showing how far behind the Division is in processing filings received by mail.
Changing the Registered Agent Address Without Changing the Agent
When a registered agent changes its own name or address — but continues to serve as registered agent for the same entities — the agent may deliver a statement of change directly to the Department of State, rather than requiring each represented entity to file individually. For corporations, this agent-initiated change is authorized by Fla. Stat. § 607.05031. For LLCs, the equivalent provision is Fla. Stat. § 605.0116. For nonprofit corporations, Fla. Stat. § 617.0502(3) authorizes the registered agent to change the name or address and the address of the registered office for any corporation for which the agent serves, provided the agent notifies each represented entity in writing and files the statement with the Department of State.
The table below compares the entity-filed change form with the agent-initiated address change.
| Feature | Entity-Filed Statement of Change | Agent-Initiated Statement of Change |
| Filed by | The entity (officer, director, or authorized person) | The registered agent |
| Purpose | Change the registered agent, the registered office address, or both | Update the agent’s own name or address for one or more represented entities |
| Can appoint a new agent | Yes | No — the same agent continues to serve |
| Covers multiple entities | No — one filing per entity | Yes — a single filing may list multiple represented entities |
| Prior written notice to entity required | — | Yes — the agent must promptly furnish notice to each represented entity |
| Signed by | Authorized person of the entity and the new registered agent | The registered agent |
Under Fla. Stat. § 607.05031, the agent-initiated statement must include the name of each represented corporation, the agent’s name as currently shown in the records, the new name or address (if changed), and a statement that the agent has given the required notice. The agent must “promptly furnish notice of the statement of change and the changes made by the statement filed with the department to the represented corporation.”
For nonprofit corporations, Fla. Stat. § 617.0502(3) requires the agent to notify all represented corporations in writing, deliver the statement to the Department of State for filing, and recite in the filing that each corporation has been notified. The filing fee for an agent-initiated address change is the same per-entity filing fee that applies to the relevant entity type.
This form is especially useful for commercial registered agent services that represent large numbers of entities and need to update their address across all represented entities in a single filing.
What Happens After the Change Is Filed
Once the Department of State files a statement of change, several consequences follow:
- The entity’s registered agent and registered office information in the Division of Corporations’ records is updated, and the new information becomes searchable through Sunbiz.
- The former agent’s authority to receive service of process on behalf of the entity terminates.
- The new registered agent assumes the duty to forward to the entity any process, notice, or demand that is served on the agent.
- The Division of Corporations returns evidence of filing to the submitter.
- The entity’s filing history reflects the change, and the new agent’s name and address become part of the entity’s public record.
For changes made through the annual report filed online, updates post within minutes. For changes filed by mail, the Division processes documents in the order received, and current processing dates can be checked on the Division’s document processing dates page.
Changing a Registered Agent for a Foreign Entity Registered in Florida
A foreign entity authorized to transact business in Florida is subject to the same registered agent and registered office requirements as a domestic filing entity. Under Fla. Stat. § 607.1508, a foreign corporation changes its registered agent or registered office address by delivering a statement of change to the Department of State containing the same information required of a domestic corporation. If the registered agent is changed, the written acceptance of the successor agent must be included in or attached to the statement. A foreign LLC files its change under Fla. Stat. § 605.0114, and a foreign limited partnership files under Fla. Stat. § 620.1115.
The same eligibility requirements, consent requirements, physical street address requirements, execution requirements, and filing methods apply to foreign entities. The filing fee for a foreign corporation is $35.00, the same as for a domestic corporation. The filing fee for a foreign LLC is $25.00, and the fee for a foreign limited partnership is $35.00.
A foreign corporation that fails to maintain a registered agent or fails to file a timely statement of change may have its certificate of authority revoked under Fla. Stat. § 607.1530. The Department of State will send notice of its intent to revoke, and the foreign corporation has 60 days to correct the deficiency before revocation takes effect. The statement of change is effective when filed by the Department of State, just as it is for domestic entities.
Frequently Asked Questions About Changing a Registered Agent in Florida
How long does it take to change a registered agent in Florida?
The Division of Corporations does not publish a guaranteed processing time for change-of-agent filings. Mail-in filings for corporate amendments and resignations are processed in the order received, and the Division publishes current document processing dates showing which dates are currently being processed. The fastest way to change a registered agent is to file an annual report or amended annual report online through the Sunbiz e-filing portal, which updates the entity’s records within minutes.
Do I need to notify my current registered agent before changing?
Florida law does not impose an obligation on the entity to notify the outgoing registered agent before filing a statement of change. The change is effective when filed and accepted by the Department of State. Many entities choose to notify the outgoing agent as a courtesy, particularly if the agent holds pending correspondence or documents. If the outgoing agent wishes to end the relationship independently rather than waiting for the entity to act, the agent may file a separate statement of resignation with the Department of State.
Can I change my registered office address without changing the registered agent?
Yes. The statement of change form allows the entity to update only the registered office address while retaining the same registered agent. The form includes separate fields for the current and new registered agent and for the current and new registered office address. If the registered agent is not changing, the entity leaves the agent fields unchanged and completes only the new address fields. Alternatively, if the agent’s address has changed and the same agent continues to serve, the agent may file an agent-initiated statement of change under Fla. Stat. § 607.05031 (for corporations) or Fla. Stat. § 605.0116 (for LLCs) covering all represented entities at once.
What is the agent-initiated address change form and when is it used?
The agent-initiated statement of change is filed by the registered agent — not by the entity — when the agent changes its own name or address while continuing to serve as registered agent. For corporations, this filing is authorized by Fla. Stat. § 607.05031; for LLCs, by Fla. Stat. § 605.0116. This form cannot appoint a different registered agent — it only updates the name or address of the existing agent. The agent must promptly furnish written notice of the change to each represented entity. This form is particularly useful for commercial registered agent services that represent many entities and can file a single statement listing all of them.
Is there a penalty for not filing a change of registered agent?
Florida requires every filing entity to continuously maintain a current registered agent and registered office. Failure to file a statement of change within 30 days after a change in the agent’s name or address is a ground for administrative dissolution of domestic entities under Fla. Stat. § 607.1420 (corporations) and Fla. Stat. § 605.0714 (LLCs). The Department of State will send notice of its intent to dissolve, and the entity has 60 days to cure the deficiency. Beyond dissolution, an entity that fails to maintain a registered agent may not prosecute or maintain an action in a Florida court and risks default judgment through substitute service of process on the Department of State.
Can I change my registered agent and the registered office address in the same filing?
Yes. The statement of change form permits changing the registered agent, the registered office address, or both in a single filing. A single filing fee applies — $35.00 for corporations and limited partnerships, or $25.00 for LLCs. The form includes fields for both the new agent name and the new registered office address, and the entity certifies that the street addresses of the registered office and the registered agent’s business office will be identical after the change.
What happens if my registered agent resigns?
A registered agent may resign by delivering a signed statement of resignation to the Department of State. Under Fla. Stat. § 607.0503 (corporations), the agent must promptly mail a copy of the resignation to the entity at its current mailing address. The registered agent’s appointment terminates on the earlier of the 31st day after the Department of State files the statement of resignation, or when the entity files a statement of change designating a new registered agent. Resignation fees apply: $87.50 for an active corporation, $85.00 for an active LLC, and $87.50 for an active limited partnership. After receiving notice of the resignation, the entity must promptly file a statement of change to appoint a replacement agent to avoid being left without a registered agent.
Does the new registered agent need to sign the change form?
Yes. Unlike some states where only the entity’s authorized representative signs the change form, Florida requires the new registered agent to sign the statement of change as evidence of acceptance. The agent’s signature on the form constitutes the agent’s written acceptance of the appointment and an acknowledgment that the agent “is familiar with and accepts the obligations” of the position, as required by Fla. Stat. § 607.0501(3) and Fla. Stat. § 605.0113(2). Both the entity’s authorized officer or director and the new registered agent must sign the form.
Can I use a P.O. Box for the new registered office address?
No. The registered office must be a physical street address in Florida where service of process can be personally delivered during normal business hours. Under Fla. Stat. § 607.0501, the registered agent’s business address must be identical to the registered office address, and the registered office must be a Florida street address. The change-of-agent form itself states that “P.O. Box NOT acceptable.” A mailbox-only service, virtual office without a physical suite, or telephone answering service does not satisfy the requirement.
Is the filing fee the same whether I file online or by mail?
The filing fee for the standalone statement of change form is the same whether submitted by mail or in person: $35.00 for corporations and limited partnerships, or $25.00 for LLCs. If the registered agent change is made through the annual report filed online, the entity pays the annual report filing fee (e.g., $150.00 for a profit corporation, $61.25 for a nonprofit corporation, $138.75 for an LLC), and the registered agent update is included within that fee at no additional charge. Credit cards accepted for online filing through Sunbiz include MasterCard, Visa, Discover, and American Express.