Vermont Registered Agent

Get A Registered Agent

Fast registered agent service with no hidden fees.

Change Registered Agent in Vermont

When Is a Change of Registered Agent Required in Vermont?

A Vermont business entity that wants to designate a new registered agent, update its registered office address, or make both changes at once must submit a statement of change to the Secretary of State. Under Title 11, Vermont Statutes Annotated (11 V.S.A.) § 1655, a person registered with the Secretary of State may change its agent for service of process, or the agent’s email or address information, by submitting a statement of change that provides its current agent information and specifies the changes. This centralized statute governs registered agent changes for all entity types registered with the Secretary of State — including domestic and foreign corporations, LLCs, limited partnerships, LLPs, nonprofit corporations, partnerships, cooperative associations, and assumed business names.

Every domestic filing entity and every foreign entity authorized to do business in Vermont must continuously maintain a registered agent and registered office in the state. A domestic for-profit corporation that fails to keep its registered agent current risks involuntary termination under 11A V.S.A. § 14.20, while a domestic nonprofit corporation that is without a registered agent for 60 days or more faces administrative dissolution under 11B V.S.A. § 14.20. The circumstances that require a change filing include:

  • The current registered agent resigns by filing a statement of resignation with the Secretary of State
  • The current registered agent moves out of Vermont or is no longer a resident
  • The registered agent’s address changes due to physical relocation, postal renaming, or another cause
  • The registered agent is no longer available at the registered office during business hours
  • The entity voluntarily selects a new registered agent
  • The agent no longer consents to serve

Vermont does not distinguish between a voluntary and an involuntary change — the same statement of change procedure applies in every case.

Grounds for Changing Your Registered Agent in Vermont

The most common grounds for filing a change of registered agent or registered office in Vermont each require the entity to file a statement of change through the Secretary of State’s Online Business Service Center or by mail. The following table summarizes the typical grounds and the filing each requires.

Ground Filing Required
Registered agent resigns Entity files a statement of change to appoint a new agent
Registered agent relocates out of Vermont Entity files a statement of change to designate a new agent
Registered agent’s address changes (same agent continues to serve) Entity files a statement of change to update address, or the agent files a bulk statement of change under 11 V.S.A. § 1655(d)
Entity switches to a professional registered agent service Entity files a statement of change to designate the new agent
Registered agent no longer available during business hours Entity files a statement of change to appoint a replacement
Registered agent no longer consents to serve Entity files a statement of change to name a new agent
Entity changes its own principal address and registered office Entity files a statement of change to update the address

An entity’s registered agent information is part of the public record maintained by the Secretary of State and is searchable through the Business Name Search. Any inaccurate or outdated agent information should be corrected promptly to avoid compliance problems and the risk of failed service of process.

Vermont Registered Agent Change Requirements

Several requirements must be met before an entity files a change of registered agent with the Secretary of State.

Eligibility of the new registered agent: Under 11 V.S.A. § 1655(a), a registered agent must be one of the following:

  • Option A – Individual: An individual resident of Vermont with a street address and mailing address located in Vermont.
  • Option B – Business Organization: A business organization that has a place of business in, and is authorized to conduct business in, Vermont. The entity itself cannot serve as its own registered agent — the agent must be a separate individual or a separate registered and active business entity. Agent status can be verified through the Secretary of State’s business search.

Registered office address: The registered office is the physical business address of the registered agent in Vermont. The agent must have a street address in the state where service of process can be delivered. A P.O. Box alone does not satisfy this requirement, though a mailing address separate from the street address may be provided.

Consent of the new registered agent: Under 11 V.S.A. § 1655(b), a person who designates an agent for service of process “attests that the agent consents to the appointment.” No separate consent form is filed with the Secretary of State — the entity’s filing itself constitutes the attestation that the agent has consented. The entity should retain evidence of the agent’s consent in its own records.

Execution: If the registered agent is changing — not merely the address — both the authorized representative of the entity and the new registered agent must sign the filing. When only the agent’s address is being updated, and the agent remains the same, only the entity’s authorized representative needs to sign. The filing does not need to be notarized.

Note: The Secretary of State will waive the filing fee for a statement of resignation if the agent on record attests that it did not consent to serve, reflecting the seriousness Vermont places on the consent requirement.

How to File a Statement of Change of Registered Office/Agent

An entity changes its registered agent or registered office by filing a statement of change with the Secretary of State’s office. The preferred and fastest method is filing through the Online Business Service Center, though mail filing is also accepted.

The statement of change collects the following information:

  1. Entity information fields: The entity’s legal name and entity number as shown in Secretary of State records.
  2. Current agent information: The name and address of the entity’s current registered agent on file.
  3. Change fields: The new registered agent name, the new registered agent’s physical street address (the registered office), the mailing address, and the email address of the new agent. If only the address is changing and the agent remains the same, the entity updates only the address fields.
  4. Signature: If the registered agent is changing, the form requires two signatures — one from an authorized representative of the business and one from the new registered agent. If only the address is being updated, only the entity’s authorized representative signs.

Under 11 V.S.A. § 1655(c), the statement of change takes effect upon filing with the Secretary of State. On acceptance, the entity’s registered agent record in the Secretary of State’s database is updated, and the change becomes part of the entity’s public filing record.

Note: Paper forms are not available for download from the Secretary of State’s website. Entities that cannot file online may contact the Business Services Division at (802) 828-2386 to request a paper form by mail.

Filing Method: Online vs. Mail

The Secretary of State accepts statements of change through two primary methods, with a strong preference for online filing.

Method Details
Online File through the Online Business Service Center. Create a user account (first-time filers) or log in with existing credentials. Navigate to the registered agent change filing for the entity. Credit card payment accepted.
Mail Mail the completed paper form with payment to Business Services Division, 128 State Street, Montpelier, VT 05633
In Person Walk-in service available at 128 State Street, Montpelier, VT 05633, Monday through Friday, 8:00 AM to 3:30 PM

Online filings normally take less than one business day to process. Paper filings received by mail should be allowed 7–10 business days for processing. There is no extra fee for online filing. The Secretary of State encourages all changes to be made electronically because online processing is significantly faster than paper processing.

Registered Agent Change Filing Fees by Entity Type

Vermont’s filing fees for a registered agent change vary by entity type. Each fee is established by the applicable title of the Vermont Statutes Annotated and confirmed on the Secretary of State’s Fees & Statutes page.

Entity Type Filing Fee Statutory Citation
Domestic for-profit corporation $50 11A V.S.A. § 1.22(6)
Foreign for-profit corporation $50 11A V.S.A. § 1.22(6)
Domestic nonprofit corporation $35 11B V.S.A. § 1.22(6)
Foreign nonprofit corporation $35 11B V.S.A. § 1.22(6)
Domestic LLC $35 11 V.S.A. § 4012(9)
Foreign LLC $35 11 V.S.A. § 4012(9)
Domestic limited partnership (LP) $35 11 V.S.A. § 3420(6)
Foreign limited partnership $35 11 V.S.A. § 3420(6)
Domestic partnership / LLP $35 11 V.S.A. § 3310(13)
Foreign partnership / LLP $35 11 V.S.A. § 3310(13)
Assumed business name/partnership / unincorporated nonprofit association $25 11 V.S.A. § 1625(c)

For LLCs, LPs, partnerships, LLPs, nonprofits, and assumed business names, the filing fee per statement of change is subject to a cap of $1,000 per filer per calendar year. This cap is particularly relevant for registered agent services that file bulk changes across many entities in a single year.

There is no filing fee for a registered agent’s statement of resignation (confirmed as “No fee” in 11A V.S.A. § 1.22(7), 11 V.S.A. § 4012(10), and 11B V.S.A. § 1.22(7)). Payment may be made by credit card for online filings or by check payable to the Vermont Secretary of State for mail filings.

Effective Date of a Registered Agent Change in Vermont

A statement of change filed under 11 V.S.A. § 1655(c) takes effect upon filing with the Secretary of State.

Immediate effect: This is the only effective-date option for a registered agent change in Vermont. There is no delayed effective date or future-event condition available for this filing type. When the Secretary of State processes and accepts the filing — typically within one business day for online submissions, or 7–10 business days for mail filings — the entity’s registered agent record is immediately updated.

The interest holders or governors of a domestic entity do not need to approve the filing of a statement of change separately for a registered agent update. A corporation may change its registered agent by delivering a statement of change pursuant to 11 V.S.A. § 1655, as confirmed in 11A V.S.A. § 5.02. The same cross-reference applies to nonprofits under 11B V.S.A. § 5.02.

Changing the Registered Agent Address Without Changing the Agent

When a registered agent changes its own name, email, or address while continuing to serve as agent for one or more entities, the agent may file a bulk statement of change directly with the Secretary of State instead of requiring each individual entity to file separately. Under 11 V.S.A. § 1655(d), the agent submits to the Secretary a bulk statement of change that identifies the businesses it represents and whose records should be updated, and attests that the agent has or will promptly provide notice to each affected business.

This mechanism saves considerable time and cost when a registered agent service relocates its office or changes its legal name and represents dozens or hundreds of entities. The following table compares the entity-filed statement of change with the agent-initiated bulk statement of change.

Feature Entity-Filed Statement of Change Agent-Filed Bulk Statement of Change (§ 1655(d))
Filed by The represented entity The registered agent
Purpose Change registered agent, change agent address, or both Update agent’s own name, email, or address without changing the agent
Can appoint a new agent Yes No
Covers multiple entities in one filing No — one filing per entity Yes — one filing covering all represented entities
Notice to entity required — Yes — agent attests that it has or will promptly notify each affected entity
Signed by Authorized representative of entity (and new agent, if agent is changing) The registered agent or person acting on its behalf

For a bulk statement of change, the Secretary of State collects a separate filing fee for each entity whose record is amended. The per-entity fee corresponds to the entity type — $50 for a for-profit corporation, $35 for an LLC, LP, LLP, or nonprofit corporation, and $25 for an assumed business name or unincorporated nonprofit association. Each of these fees is subject to the $1,000 per filer per calendar year cap established in the applicable fee statutes, making the bulk process cost-effective for agents serving large numbers of entities.

What Happens After the Change Is Filed

Once the Secretary of State accepts a statement of change, several effects follow immediately:

  • The entity’s registered agent and registered office information in the Secretary of State’s records is updated as of the filing date.
  • The new agent’s name, street address, mailing address, and email address become part of the entity’s public filing record, searchable through the Secretary of State’s online business search.
  • The former registered agent’s authority to receive service of process on behalf of the entity terminates.
  • Service of process, notices, and demands directed to the entity must thereafter be delivered to the new registered agent at the address on file.
  • If the entity fails to maintain a registered agent following the change — for instance, if the new agent later resigns and no replacement is appointed — the Secretary of State becomes the entity’s agent for service of process under 11 V.S.A. § 1656.

Changing a Registered Agent for a Foreign Entity Registered in Vermont

A foreign entity authorized to transact business in Vermont is subject to the same registered agent and registered office requirements as a domestic filing entity. A foreign corporation must continuously maintain a registered agent and registered office under 11A V.S.A. § 15.07, while a foreign LLC, LP, or LLP must maintain an agent under the applicable chapter of 11 V.S.A. The registered agent change process for a foreign entity is identical to that for a domestic entity: the foreign entity files a statement of change through the Online Business Service Center or by mail.

The same eligibility requirements for the new agent (individual Vermont resident or authorized business organization), the same consent attestation, the same physical street address requirement, and the same signature rules apply. The filing fee is the same as for the corresponding domestic entity type — $50 for a foreign for-profit corporation, $35 for a foreign nonprofit corporation, foreign LLC, foreign LP, or foreign LLP, and $25 for a foreign assumed business name.

A foreign corporation that is without a registered agent or registered office in Vermont faces involuntary termination of its certificate of authority under 11A V.S.A. § 15.30. A foreign LLC or LP that fails to file annual reports risks termination of its certificate of authority under 11 V.S.A. § 4034. Maintaining accurate registered agent information is therefore just as critical for foreign entities as for domestic ones.

Frequently Asked Questions About Changing a Registered Agent in Vermont

How long does it take to change a registered agent in Vermont?

The Secretary of State does not publish a guaranteed processing time, but online filings submitted through the Online Business Service Center normally take less than one business day. Paper filings received by mail should be allowed 7–10 business days for processing. The Business Services Division does not offer a formal expedited processing service for registered agent changes. For questions about current processing times, contact the office at (802) 828-2386 or 888-647-4582 (toll free).

Do I need to notify my current registered agent before changing?

Vermont law does not require the entity to notify the outgoing registered agent before filing a statement of change. The change takes effect upon filing under 11 V.S.A. § 1655(c), and the former agent’s authority terminates at that point. Many entities choose to inform the outgoing agent as a professional courtesy, especially when a service agreement is in place. If the outgoing agent wishes to end the relationship independently, the agent may file a statement of resignation under 11 V.S.A. § 1655(e).

Can I change my registered office address without changing the registered agent?

Yes. The statement of change permits the entity to update only the registered agent’s address — including the street address, mailing address, or email — while keeping the same agent. If the same agent continues to serve and has relocated, the agent may alternatively file a bulk statement of change under 11 V.S.A. § 1655(d) to update its address across all represented entities in a single filing.

What is the agent-initiated address change form and when is it used?

Vermont provides a bulk statement of change mechanism under 11 V.S.A. § 1655(d) that is filed by the registered agent — not the entity — when the agent changes its own name, email, or address while continuing to serve. The filing identifies all businesses the agent represents and whose records should be updated. The agent must attest that it has or will promptly notify each affected entity. This filing cannot appoint a different agent. The Secretary of State collects a separate per-entity filing fee, subject to the $1,000-per-filer-per-calendar-year cap.

Is there a penalty for not filing a change of registered agent?

Vermont requires every registered entity to continuously maintain a current registered agent. Failure to do so carries serious consequences. A domestic corporation that fails to keep its registered agent current or that fails to file its annual report is subject to involuntary termination under 11A V.S.A. § 14.20. A nonprofit corporation without a registered agent for 60 or more days may be administratively dissolved under 11B V.S.A. § 14.20. A domestic LLC faces involuntary termination under 11 V.S.A. § 4034. Beyond formal termination, the entity risks having the Secretary of State appointed as its agent for service of process, which can result in delayed notice of lawsuits and potential default judgments.

Can I change my registered agent and the registered office address in the same filing?

Yes. The statement of change permits the entity to change the registered agent, the agent’s address, or both in a single filing. A single filing fee applies. The entity may update the agent’s name, street address, mailing address, and email address all at once.

What happens if my registered agent resigns?

A registered agent may resign at any time by filing a statement of resignation with the Secretary of State under 11 V.S.A. § 1655(e). The agent must also deliver a copy of the statement to the affected business. The resignation takes effect on the earlier of 30 days after the Secretary files the statement of resignation or the date a statement of change designating a new agent takes effect. There is no filing fee for a statement of resignation. If no new agent is appointed within that 30-day window, the business will lose its good standing and may be placed in a terminated status until a new agent is appointed. The entity should therefore file a statement of change to appoint a replacement agent promptly upon receiving notice of the resignation.

Does the new registered agent need to sign the change form?

Yes — Vermont differs from many states in this respect. If the registered agent is changing, both the authorized representative of the entity and the new registered agent must sign the filing. By signing, the entity attests under 11 V.S.A. § 1655(b) that “the agent consents to the appointment.” If only the agent’s address or email information is changing and the agent remains the same, only the entity’s authorized representative needs to sign.

Can I use a P.O. Box for the new registered office address?

No. The registered office must be a physical street address in Vermont where service of process can be personally delivered. The registered agent must have a street address in the state, though a separate mailing address (which may be a P.O. Box) can also be provided. The street address requirement ensures that process servers can locate the agent, and that the Secretary of State has a valid physical location on file in case substitute service becomes necessary under 11 V.S.A. § 1656.

Is the filing fee the same whether I file online or by mail?

Yes. The filing fee for a statement of change is the same regardless of whether the filing is submitted online or by mail. For-profit corporations pay $50, while LLCs, LPs, LLPs, and nonprofit corporations pay $35. Assumed business names and unincorporated nonprofit associations pay $25. There is no extra fee or surcharge for filing online, and the Secretary of State encourages online filing as the quickest and most efficient method. The full fee schedule is published on the Secretary of State’s Fees & Statutes page.