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Ohio statutory agent guide

Statutory agents for Ohio corporations

ORC 1701.07 requires each Ohio for-profit corporation to keep a statutory agent, named on its articles (Form 532A) with a signed acceptance. An Ohio resident or an entity with an Ohio business address can serve, and the rules mirror the LLC statute closely.

Key rules

  • Who may serve: an Ohio resident, or an entity with a business address in Ohio (1701.07(A)).
  • Acceptance: required with original articles (1701.07(B)).
  • Address change: the corporation or agent files it forthwith (1701.07(E)).
  • Resignation: effective 30 days after filing (1701.07(F)).
  • Service through the state: if the agent cannot be found (1701.07(H)).
  • Cancellation: if the default isn't cured within 30 days of notice (1701.07(M)).

Who signs

Incorporators sign original articles, and the agent's acceptance goes with them. After formation, an officer normally signs a change of agent. Make sure the person signing actually holds the office, or has board authority.

Practical points for corporations

  • Officers and directors change. If your agent is a person tied to the company, plan for that person leaving. A departing CEO who is still the agent can create a real problem.
  • Board minutes. If your regulations require board approval to change the agent, record it. A corporate book gives you a place to keep it.
  • Banks and lenders. Lenders may ask for a good standing certificate, and a lapse in your agent can jeopardize that.

S corporations

An S corporation is a tax election, not a separate type of entity under Ohio law. The same agent rule applies to a corporation or an LLC that elects S status. See the election service.

Professional corporations

Professional associations also need an agent. Our filing options include agent changes for those entities too. Licensing rules are separate, and those are for your licensing board or counsel.

Questions

Can a director be the corporation's statutory agent?

Yes, if the director is an Ohio resident. The role is separate from being a director, so a change in the board does not automatically update the agent on file.

Does a holding corporation with no operations need an agent?

Yes. A corporation on the state's record needs an agent until it dissolves or is canceled.

Reviewed by Sean Webb, owner of Ohio Registered Statutory Agent LLC. Updated 2026-11-06. General information, not legal advice.

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