Delaware bans a virtual-only registered agent

What Delaware actually requires

The Division of Corporations FAQ says every entity must appoint a registered agent with a physical office address in Delaware. If the company is not physically in Delaware, it still needs that in-state agent. The agent accepts service of process. The agent also passes along billing and tax information. The same FAQ says the agent must be generally present at the designated location during normal business hours.

8 Del. C. § 131 is the registered-office statute for corporations. Every corporation shall have and maintain in this State a registered office. That office may be, but need not be, a place of the corporation’s business. “Registered office” means the address of the registered agent who accepts service of process and otherwise does the agent’s job. On a certificate of incorporation or other filing, the address shall include the street, number, city, county, and postal code.

8 Del. C. § 132 is the registered-agent statute for corporations. Every corporation shall have and maintain in this State a registered agent. The agent may be (1) the corporation itself, (2) an individual who lives in Delaware, (3) a domestic entity other than the corporation itself, or (4) a foreign entity authorized to transact business in Delaware. That is the opposite of Florida’s rule that a business entity cannot serve as its own agent.

Subsection (b) is the duty list. An entity agent must keep a Delaware business office that is generally open. An individual agent must be generally present at a designated Delaware location, often enough to take papers. The agent must accept service of process and other communications and forward them. The agent must forward the annual report required by § 502, or an electronic notice of it. The agent must follow Secretary of State rules on verifying the entity’s contacts.

Subsection (b)(2) is the Delaware rule Florida and Texas do not write this way. A registered agent may not perform its duties solely through a virtual office, a mail-forwarding service, or both. “Virtual office” here means doing the job solely through the internet or solely through other remote communication. That is why this scorecard does not treat a mailbox product or a remote-only suite as registered-agent compliance.

Subsection (c) defines a commercial registered agent: an agent who serves more than 50 entities, domestic or foreign. Extra rules then apply. A natural person in that role must keep a principal residence or principal place of business in Delaware, keep a Delaware business license, and be generally present at a designated Delaware location during normal business hours. An entity in that role must have a Delaware business office generally open during normal business hours, keep a Delaware business license, and have a natural person — an officer, director, or managing agent — generally present at that office during those hours. The statute does not post Florida’s 10-to-noon and 2-to-4 windows. We do not invent a company 9-to-5 line as if it were § 132.

Subsection (d) is the communications-contact rule. The company must give the agent the name, business address, and business telephone number of a natural person who can receive the agent’s messages. If that contact is missing, the agent may resign under § 136.

The LLC statute is parallel. 6 Del. C. § 18-104(a) requires every limited liability company to keep a Delaware registered office and a registered agent whose business office is the same street. The agent may be the LLC itself, a Delaware resident individual, a domestic entity, or a foreign entity authorized in Delaware. Subsection (e)(1)d says the agent must forward the annual tax statement described in 6 Del. C. § 18-1107, or an electronic notice of it. Subsection (e)(2) repeats the virtual-office and mail-forwarding ban. Subsection (f) repeats the commercial-agent rules for agents who serve more than 50 entities. Subsection (g) repeats the communications-contact rule. Subsection (k) says the address on a certificate of formation or other LLC filing shall include the street, number, city, and postal code. The LLC line does not add “county” the way § 131(c) does for corporations. We print that difference. We do not invent the rest.

8 Del. C. § 133 is how a corporation changes the registered office or the registered agent: a board resolution, then a certificate filed with the Secretary of State. The Division’s change-of-agent forms page lists the Certificate of Change of Registered Agent for corporations, LLCs, and other entity types. 8 Del. C. § 391(12) sets the corporate change-of-agent filing fee at $50. Exempt corporations pay $5 under § 391(23). For an LLC, 6 Del. C. § 18-1105(a)(11) prices a certificate of amendment that changes only the registered office or registered agent at $50. The Division’s fee page links fee schedules. We cite the statute dollars, not a company blog.

Corporations file an annual report and pay franchise tax. The Division’s annual-report and tax-payment page says those are due on or before March 1. The annual-report overview and the FAQ say the same March 1 date. The annual-report filing fee is $50 for a non-exempt domestic corporation and $25 for an exempt domestic corporation. The minimum franchise tax is $175 on the authorized-shares method and $400 on the assumed-par-value method. We do not invent a startup’s exact tax from a blog calculator.

Limited liability companies do not file that annual report. They pay an annual tax. The LLC/LP/GP tax instructions state the LLC annual tax is $400 a year, due on or before June 1. That is the page we cite when other Division copy disagrees. The FAQ still conflicts with itself. The “What taxes do I need to pay” answer says LLCs, LPs, and GPs “are required to pay an annual tax of $300.00 for the prior year, due on or before June 1.” The “Do LLC’s, LP’s and/or GP’s need to file an annual report?” answer says they “are required to pay an annual tax of $400.00.” The annual-report overview still prints $300. We note that FAQ conflict. We do not invent a third number. The pages that name a due date agree it is June 1. The FAQ’s $300 answer and the instructions page also name a $200 late penalty plus 1.5% interest per month.

The entity search is a free public lookup of the live agent line. The FAQ says the free result includes the entity name, file number, formation date, registered-agent name, address, and phone. Texas SOSDirect charges a statutory search fee. Delaware’s public name search does not. Confirm the name and street before you treat a company city as current. The Division also publishes a list of registered agents. That page is a convenience list. It says the State makes no representations about the agents on it, and that “Registered Agents are not regulated by the State of Delaware.” Appearing on the list is optional. It is not required to act as a registered agent. On a September 2, 2026 fetch, the list included Northwest Registered Agent Service, Inc. and Zenbusiness Inc. Bizee is not on that convenience list. Use the live entity search, not a marketing city, when you file.

Cited prices, retrieved September 2, 2026

We print what the company’s official registered-agent page said on the retrieval date. No company publishes a different Delaware registered-agent price. The national price is the Delaware price. We do not invent a renewal.

• Northwest Registered Agent — official page: “$125 Per Year.” The Delaware product page says the service “only costs $125 and has always cost that.” Same price in year two on the national card. Five or more states is $100 a year per state. Retrieved September 2, 2026 from northwestregisteredagent.com/registered-agent and the Delaware product page. First year free only if you form through them; we do not treat that bundle as the standalone price.
• Bizee — official registered-agent page: free year one with formation; standalone $149/year; year two $149/year. The Delaware LLC registered-agent page does not print that dollar. We cite the official national card. Retrieved September 2, 2026 from bizee.com/business-management/registered-agent. We print the official $149 figure and tell you to read checkout.
• LegalZoom — official overview: “Get registered agent services for $249/year.” Product card: $249/year. Footnote: auto-renews at the purchase rate; “The renewal rate is subject to change.” Retrieved September 2, 2026 from legalzoom.com/…/registered-agent-overview.html. We do not invent a higher year-two number.
• ZenBusiness — official national product page: “$99 + state fees for the first year. Renews at $199/yr.” The Delaware product page is a guide. It does not print those dollars. The same national page says they currently do not offer registered-agent service to PLLCs or nonprofits. That is their national exclusion, not a Delaware statute. Retrieved September 2, 2026 from zenbusiness.com/registered-agent. The Delaware product page was checked the same day for a street and a Delaware-only price. Neither was there.

A change of agent is a separate Division filing. We cite 8 Del. C. § 391 and 6 Del. C. § 18-1105, retrieved September 2, 2026 — not company blogs. The corporate change certificate is $50 ($5 if the corporation is exempt). An LLC certificate of amendment that changes only the registered office or agent is $50. File on the official change-of-agent forms.

Who publishes a Delaware street

A city is not a registered office. We print only the streets and hours the companies publish for registered-agent use. We do not invent the rest. Confirm the live name and street on the entity search before you file. Headquarters is not the registered office.

• Northwest. Vendor-claimed Dover office on the Delaware product page: “near the Division of Corporations,” and they “accept and scan” documents “on site at our registered office in Dover, Delaware.” Same-day on-site scans are also vendor-claimed. City only. No street published. We will not invent one. They also sell a Delaware virtual-office extra. That extra is a different product. A virtual office alone is not enough under § 132(b)(2). The Division convenience list names them as Northwest Registered Agent Service, Inc.
• Bizee. Claims owned offices in all 50 states. The Delaware LLC registered-agent page names no Delaware street. The contact page lists 17350 State Highway 249, Suite 220, Houston, TX 77064 as headquarters. That address is not a Delaware registered office. Bizee is not on that convenience list.
• LegalZoom. The LegalZoom official registered-agent page does not publish a Delaware street. A separate Delaware registered-agent article also names no city or street. A formation article says the service is “based in Newark, DE.” That is not the official product page. We do not treat Newark as a product-page street. We do not treat a LegalZoom virtual-mail street as the registered office.
• ZenBusiness. The ZenBusiness Delaware product page does not publish a street or suite. A separate office page prints a vendor-claimed street: 611 South Dupont Highway, Suite 102, Dover, DE 19901, Kent County. Hours on that office page, also vendor-claimed: Monday–Friday 8 a.m.–5 p.m. EST. Closed Saturday and Sunday. Those are ZenBusiness hours, not Division of Corporations hours. “1 mile from the Delaware State Capitol” is company copy. We have not been to that office. The Division convenience list names them as Zenbusiness Inc.

If you are your own agent, the street on the public record is often your home. If the company itself is the agent, Delaware allows that only when the company keeps a Delaware street. If you hire a commercial agent, the agent line is that organization’s name and its registered-office street. Of these four, only ZenBusiness publishes a Delaware suite, and that suite is on the office page, not the Delaware product page. We label it vendor-claimed. We have not been to that office. The entity search is free; use it.

In-state office and the virtual-office ban

Delaware wants a physical Delaware street and a person who can take papers. For a commercial agent, the office must be generally open during normal business hours. ZenBusiness publishes a vendor-claimed Dover suite and weekday hours on an office page, not on the Delaware product page. Northwest names Dover and claims a typical 9 AM to 5 PM company clock — we label that company-claimed and check it against § 132. LegalZoom’s official registered-agent page does not publish a Delaware street. Bizee names no Delaware registered-agent street. Process Score has not been to those offices. We do not treat a virtual office or a mail-forwarding login as the registered-agent job.

Service of process — not marketing mail

We grade scan-and-forward of service of process and official notices:

• Bizee: notifications by text and email; court papers mailed via FedEx with tracking; portal upload by employees.
• Northwest: “We scan every document you receive right where you receive it—in our office.” The Delaware page adds same-day scans. Their mail-forwarding and virtual-office extras are a different product. We do not grade those extras as a mailbox.
• LegalZoom: upload, email, and a postcard for urgent legal mail; they say they shred junk mail. Junk-mail shredding is not the job we score.
• ZenBusiness: scan and upload to a dashboard; email; overnight the original for urgent legal notices. Their own FAQ says you cannot use the agent address as your business address. Their national product currently excludes PLLCs and nonprofits; that is their exclusion, not a Delaware statute.

Home-address privacy

A commercial organizational agent is how most Delaware owners keep a home off the agent line. The Division still publishes whatever other addresses you put on a certificate or a later filing. Privacy of the agent line is not privacy of every field on the instrument. Confirm the live line on the entity search.

Scorecards

What this page does not do

• It does not rank mailbox networks or virtual offices — § 132(b)(2) is a ban, not a pass.
• It does not publish combined star ratings or a fake 4.8.
• It does not treat a company 9-to-5 line as 8 Del. C. § 132.
• It does not treat a Houston headquarters as a Delaware street.
• It does not invent a $300 LLC tax when the tax-instructions page states $400. The FAQ conflict is noted. The instructions page is the cite.

Choosing among being the agent yourself, asking a lawyer, or hiring a commercial agent: DIY vs lawyer vs commercial. California’s scorecard is a different statute: California scorecard. Texas leaves Form 401-A with the entity: Texas scorecard. Florida files the acceptance and posts a 10–noon / 2–4 clock: Florida scorecard.