Pennsylvania Certificate of Authority · Registered office
Registered office providers and registered agents for foreign entities in Pennsylvania
A foreign entity getting Pennsylvania authority for $250 must name a registered office, either a street address in the state or a commercial registered office provider with a county, and does not have to name a registered agent.
A registered office provider compared with a registered agent
| Point | Registered office provider | Registered agent in many other states |
|---|---|---|
| Named on the Pennsylvania filing | Yes, in item 5(b) with the county | Not required in Pennsylvania |
| Role | Holds the registered office address | Receives legal papers for the entity |
| Can also receive service of process | Yes, if authorized in writing by the entity | That is the usual role |
| Must be designated publicly with the Department | The provider address is listed | Not required |
| Needs a contract first | Yes | Not applicable |
In the Department's words a provider is a different thing from a registered agent, though a provider can also be an agent the entity authorizes in writing to take service of process under the state's civil procedure rules.
Own address or provider?
Use your own address if you have a physical location in Pennsylvania. It must be an actual street address or rural route box number in Pennsylvania, never a post office box alone. A provider is the choice for an entity with no location or mailing address in the state. The Department refuses a document that offers only a box number as the address.
The contract comes first
The Department cautions that naming a provider with whom you have no contract could bring civil and criminal penalties. Get the agreement signed before the provider's name goes on the statement.
Where a provider cannot be used
A provider cannot stand in for a principal place of business. Filings that require one, fictitious name registrations among them, need a real address.
Mail and notices
A postcard notice is mailed to a street-address registered office at least two months before the annual report deadline, and a registered office provider receives none. A termination notice for an unfiled report also goes to the registered office. Whoever holds the office should forward mail promptly.
Questions to ask a provider
Ask what the provider does with mail it receives, whether it forwards service of process and how fast, what it charges each year, and whether it will sign the contract before your statement goes in. Ask also how it handles the annual report postcard, because a provider receives none and you will need your own reminder.
What goes in item 5, in each case
With your own office, item 5(a) takes the street address and county. With a provider, item 5(b) takes the provider's name after c/o and the county. You complete one or the other, never both.
When the entity moves into Pennsylvania
An entity that later opens its own Pennsylvania location can change the registered office from a provider to its own address by amending the registration. It should end the provider contract only after the amendment is on file, so mail never has nowhere to go.
Common mistakes
Naming a provider with no contract, giving a post office box, leaving the county out of item 5(b), and forgetting that a provider receives no annual report postcard.
What a provider does not do
A provider holds the registered office and receives no annual report postcard. It does not replace the person inside the entity who reads legal papers.
Keeping the office record accurate
The Department's mail goes only to the address on file. If a street-address office closes or a provider relationship ends without an amendment, the postcard reminder and any termination notice go to a place nobody reads. Amend first, then change the arrangement.
Changing the office
A new office or provider is entered by amending the registration, at $250.
From us
If you want a Pennsylvania registered office, we can supply one with the order, or you can keep a provider you already use.
Registered office questions
Does Pennsylvania require a registered agent?
No. It requires a registered office.
What counts as a registered office?
A physical Pennsylvania address, or a registered office provider and its county.
Is a P.O. box enough?
No.
Do I need a contract with the provider?
Yes, before you name it.
Fees at a glance
Get Pennsylvania authority
+ $250 state fee
- Your Foreign Registration Statement, drafted from a short questionnaire
- The docketing statement filed alongside it
- A Pennsylvania registered office entry, ours or one you hold
- The filed copy sent back to you
- Renewal: after the first year, the agent service renews at $149 a year
$199
Pennsylvania
Get authority to operateThe $250 goes to the Department of State and appears on its own line. $199 plus the state fee, including your first year of registered agent service; after that the agent service renews at $149 a year.
Official sources
- Pennsylvania Department of State, fees and payments
- DSCB:15-412, Foreign Registration Statement, with instructions
- Pennsylvania Department of State, foreign associations
- Pennsylvania Department of State, annual reports
- Pennsylvania Department of State, commercial registered office providers
- 15 Pa.C.S. 419, termination of registration
Need to operate in Pennsylvania?
Tell us the entity type and we prepare the filing.