To change a registered agent in Virginia, file a Statement of Change of Registered Office and/or Registered Agent with the Virginia State Corporation Commission (SCC), either online through the Clerk’s Information System or by mail. The same filing works for corporations and LLCs, and the new agent must meet Virginia’s qualification rules before you submit. Skipping steps or leaving your entity without a valid agent has real consequences: Virginia will automatically terminate a corporation or cancel an LLC that fails to keep a registered agent on file.
Who Qualifies as Your New Registered Agent
Confirm eligibility before you file. Virginia is stricter than many states about who can serve, and the rules differ by entity type. In both cases, the agent needs a physical street address in Virginia (no P.O. boxes), and someone must be available at that address during business hours to accept legal documents.
For a corporation, an individual agent must be a Virginia resident who is either an officer or director of the corporation, or a member of the Virginia State Bar.1Virginia Code Commission. Virginia Code 13.1-833 – Registered Office and Registered Agent
For an LLC, an individual agent must be a Virginia resident who fits one of these categories: a member or manager of the LLC; an officer or director of a corporate member or manager; a general partner of a partnership that is a member or manager; a trustee of a trust that is a member or manager; or a member of the Virginia State Bar.2Virginia Code Commission. Virginia Code 13.1-1015 – Registered Office and Registered Agent
A business entity can also serve as your registered agent. Domestic or foreign corporations, LLCs, and registered limited liability partnerships authorized to do business in Virginia all qualify, provided their business office is the same as the registered office.1Virginia Code Commission. Virginia Code 13.1-833 – Registered Office and Registered Agent One restriction: a business entity cannot serve as its own registered agent.
Virginia does not require a signed consent form from the incoming agent, but the agent does need to actually agree to serve. If someone is named without their knowledge, the filing may go through, but that person has no obligation to accept documents for you. Get a clear agreement before you file.
What to Have Ready Before You File
Gather the following:
- Your entity’s SCC ID number. Look it up through the SCC’s business search if you don’t have it.
- Your current registered agent’s name and office address, so you can confirm what’s on file.
- The new agent’s full legal name. Use an individual’s legal name, or the exact registered name of a business entity.
- The new registered office address, including city or county. It must be a physical Virginia street address.
Filing Online Through CIS
The fastest route is the SCC’s Clerk’s Information System at cis.scc.virginia.gov.3State Corporation Commission. Clerk’s Information System FAQs CIS validates entries as you go, so online filings generally avoid the review delays that paper submissions run into.
Log in to CIS and select Online Services, then Existing Businesses under Business Entities. Choose your entity type from the dropdown and select Statement of Change of Registered Office and/or Registered Agent. Search for your business by name or SCC ID number, update the registered agent information, provide a digital signature, and add the filing to your cart to pay by credit card.
Corporations and LLCs file the same type of statement. You provide your entity name, the current registered office address and agent name, the new information, and a confirmation that the change keeps you in compliance with Virginia’s registered agent requirements.4Virginia Code Commission. Virginia Code 13.1-834 – Change of Registered Office or Registered Agent5Virginia Code Commission. Virginia Code 13.1-1016 – Change of Registered Office or Registered Agent
Filing by Mail
If you prefer paper, download the Statement of Change form from the SCC’s website and mail it to the Clerk of the State Corporation Commission in Richmond. Pay by check or money order made payable to the “State Corporation Commission.” Mail submissions take longer, and the SCC notes that attached documents can add roughly five business days to the review timeline.6State Corporation Commission. State Corporation Commission – LLC FAQs
When Filing Is Required, Not Optional
Both the corporation and LLC statutes require the entity to file a statement of change promptly whenever the registered agent dies, resigns, or stops meeting the statutory qualifications.4Virginia Code Commission. Virginia Code 13.1-834 – Change of Registered Office or Registered Agent5Virginia Code Commission. Virginia Code 13.1-1016 – Change of Registered Office or Registered Agent
An agent can quietly stop qualifying. If your agent was an officer who left the company, or a Virginia resident who moved out of state, they no longer meet the requirements. File regardless of whether the agent formally resigned.
What Happens If You Don’t Maintain a Valid Agent
When a registered agent files a resignation, it takes effect 31 days after the filing date, or on the date you file a statement of change appointing a new agent, whichever comes first.7Virginia Code Commission. Virginia Code 13.1-636 – Resignation of Registered Agent That 31-day window is your cushion. If it closes without a new agent on file, the SCC mails you a notice warning that your entity faces termination (for corporations) or cancellation (for LLCs).
If you still haven’t filed a statement of change by the last day of the second month after the SCC mails that notice, a corporation’s existence is automatically terminated,8Virginia Code Commission. Virginia Code 13.1-752 – Automatic Termination of Corporate Existence and an LLC’s existence is automatically canceled.9Virginia Code Commission. Virginia Code 13.1-1050.2 – Automatic Cancellation of LLC Existence
The exposure starts well before termination. If someone tries to sue your business and can’t reach your agent, the Clerk of the Commission becomes your agent for service of process by default.10Virginia Code Commission. Virginia Code 13.1-836 – Service on Commission as Agent Legal papers can be served and deadlines can start running before you know a case exists. That is how default judgments happen.
After the Change Is Processed
Once the SCC confirms the change, update your internal records so everything lines up: operating agreements, corporate minutes, and any documents that reference your registered agent.
Confirm with the new agent that the filing has been processed. Even if they were expecting it, the confirmation puts them formally on the hook to accept service of process at the registered office.
Review any state or local professional licenses, permits, or registrations your business holds. Some list your registered agent or registered office, and keeping them current avoids trouble later.
One boundary worth knowing: changing your registered agent alone does not usually require an IRS filing. If the change also involves a new business mailing address or a change in your business’s responsible party, use IRS Form 8822-B; a change of responsible party must be reported within 60 days.11Internal Revenue Service. About Form 8822-B, Change of Address or Responsible Party – Business If you’re only swapping one registered agent for another and nothing else about your business contact information is changing, no IRS filing is needed.