How to resign as registered agent or clerk in New Jersey:
The New Jersey Department of the Treasury, Division of Revenue has very specific requirements to resign as the registered agent for a New Jersey business entity. Although it is not mandatory that you use Division of Revenue forms, the division suggests using their forms in order to reduce the risk of rejection. The division provides certificate of resignation forms for each type of business entity. All filings are required to be typed. Mailed or in person filings need to be originals. You need to file the certificate of resignation in duplicate, unless the entity is a nonprofit corporation, then you must file in triplicate.
To resign as the New Jersey registered agent for a domestic or foreign corporation, file form C-104E, Certification of Resignation of Registered Agent, with the Division of Revenue.
There are two forms to resign as the registered agent for a New Jersey LLC. If the registered agent is appointing a successor, file form L-121 Certification of Resignation of Agent/Appointment of New Agent. Otherwise, file form L-123 Certification of Resignation of Registered Agent without Successor.
When you submit the resignation by mail or in person include a cover letter with:
1. The name of firm or individual submitting the form;
2. Method of payment:
3. Description of the filing (certificate of resignation);
- Credit card number, cardholder name, billing address, expiration date,
- Division of Revenue depository account number, or
4. If filing in person, choose expedited or same day processing;
5. The entity’s name;
6. The entity’s business ID;
7. Return instructions:
8. Make checks payable to the Treasurer, State of New Jersey. The Division of Revenue does not accept cash.
- Include a return address; or
- If you delivered documents by express or courier and you want them returned that way, include a completed air bill
Do you have to notify the New Jersey entity you’re serving as registered agent for before you resign or after?
You will need to notify the New Jersey corporation or LLC by certified mail before you file the resignation with the Division of Revenue. The notice must be addressed to the last known president or vice president AND treasurer or secretary of a corporation (or the member or manager of an LLC). New Jersey has really annoying notification requirements, so keep track of when, where, and how you send the resignation. You will need to provide that information to the New Jersey Division of Revenue.
If you resign as the registered agent of a New Jersey corporation, or if you resign from an LLC without a successor, the Certification of Resignation has to include all the mailing information such as the certified mail number; post office where you mailed the resignation; date you mailed the resignation; address where the resignation was sent; and statement that the certified mail was accepted and by whom.
Since you have to include all this information, you can’t file the Certificate of Resignation until you get the receipt saying that the letter was delivered. When you finally do submit the Certificate of Resignation, you will have to attach a copy of each resignation letter you mailed.
Is there a fee to resign as the New Jersey registered agent for a corporation, LLC, or other business entity
There is a $25 fee to resign as the registered agent for a New Jersey corporation. There is an additional $15 expedite fee for documents filed over-the-counter.
There is a $25 filing fee to resign as the registered agent for an LLC without a successor registered agent. If you resign with a successor the fee is $25 plus $10 for each LLC listed on the resignation form. If you submit your resignation at the Division of Revenue filing counter, there is a $25 expedite fee for 8.5 business hour processing.
How long will it take the state to process the New Jersey resignation of registered agent filing?
Mailed in documents take the longest to process and return. The Division of Revenue will take 3-10 business days to process the resignation. And mailing adds an additional 3-6 days each way. If you include a self addressed stamped envelope, it can keep processing time to a minimum.
Over the counter expedited processing is completed within 8.5 business hours.
How long do you still have to serve as the registered agent after the filing? How long will you have to legally accept service of process after you’ve resigned as agent?
The resignation is effective 30 days after filing the Certificate of Resignation form with the Division of revenue or when the corporation designates a new agent, whichever happens first.
The resignation is effective upon filing if a successor was appointed. If there is no successor, the resignation is effective 30 days after filing the certificate or when the LLC designates a new registered agent.
What New Jersey agency do you have to resign with?
Submit the resignation to the New Jersey Division of Revenue.
Mail or USPS overnight:
New Jersey Division of Revenue
PO Box 308
Trenton, NJ 08625-0308
Over the counter, express mail, or courier:
33 West State Street, 5th Floor
Trenton, NJ 08608-1214
New Jersey Division of Revenue forms: