HOW TO SERVE LEGAL PAPERS AT CORPORATION SERVICE COMPANY

Undisputed Legal | Process Service

Corporation Service Company was founded in Delaware close to a hundred and twenty years ago by individuals from the legal community in an effort to provide entity formation and statutory representation services to businesses. Corporation Service Company is a global organization serving clients in a variety of sectors including business, legal, tax, and digital branding has launched a new brand identity in its rebranding efforts. This was done with an expanded office presence in many regions of the globe.

Corporation Service Company changed its name to CSC, the latter of which shows how the company’s commercial branding is distinct from its official name, Corporation Service Company. Corporation Service Company is still used as the legal trade name.

 HISTORY OF CORPORATION SERVICE COMPANY

In 1990, CSC took over Corporate Information Services, a Florida-based company. Between 1989 and 1998, CSC grew by acquiring nine service providers. This includes Prentice Hall Legal & Financial Services in 1995.  In a major acquisition that contributed to Corporation Service Company rebranding as CSC,  the entity bought Lexis-Nexis Document Solutions to provide legal, secured lending, and motor vehicle services in 2003.

The entity bought Lexis-Nexis Document Solutions to provide legal, secured lending, and motor vehicle services in 2003. CSC additionally purchased MLM Information Services, the most prominent corporate tax administration services supplier in the market, in 2011.    CSC then went on to acquire Melbourne IT’s an online brand services business, which includes the company domain name. These plethoras of acquisitions, opened up the floor for CSC to provide a wide variety of office services: domain name administration, trademark searches, phishing prevention, secure sockets layer certificates, domain name system services are all now provided by the unit under the new moniker CSC Digital Brand Services.

CSC bought Koehler Group in 2015 along with a handful of other businesses. Hong Kong-based Koehler Group serves a wide range of services, including incorporation, accounting, and tax advisory. CSC benefits from Koehler Group’s solutions, which provide CSC more business process outsourcing capabilities. Koehler Group is a top corporate service provider with over a hundred accountants, trade consultants, and legal experts located in Hong Kong, Singapore, and China. The company was founded in 1979.

CSC, in its statements, credited the acquisition as procurement of a complementary set of services and experience from Koehler Group, which then delivers an all-in-one global corporate services package. Founded in 1979, Koehler Group is an international company known for its accounting and management consulting services. The Koehler Group offers a broad variety of services to corporations that want to enter Hong Kong, Singapore, and China, including incorporation, tax, accounting, trade assistance, and human resource services. CSC has offices across North America, Europe, and the Asia-Pacific region, at locations spread throughout those continents. Consequently, in 2017, Corporation Service Company officially rebranded to CSC Global.

HOW DOES A CORPORATION SERVICE COMPANY WORK

CSC was established in 1899, and now it has a diverse portfolio of industries. CSC has offices all around the globe, including North America, Europe, and the Asia-Pacific area. CSC is based in Wilmington, Delaware.

A registered agent must be hired by all American companies to receive legal and tax notifications, official papers, and more. Most company owners who use their own names as their registered agents are doing so because they assume they have to. CSC is one of these kinds of agencies. Nearly three-quarters of the Fortune 500 and around two-thirds of the world’s foremost brands rely on the entity’s Process Service of receiving and distributing legal papers to its customers. However, over the years, CSC has broadened its scope beyond only providing Process Service

It is decidedly difficult to reach a specific office of CSC to prevent misattribution of Process Service since the entity has representation in all fifty states. The main headquarters of the entity, however, remain in Wilmington, Delaware. This does not mean that this office of CSC is the only relevant one since most individuals focus on serving legal papers to CSC’s office in Albany, New York for New York City Process Service. The Albany Office filed for incorporation with the New York Department of State quite a while after the Wilmington address, registering on 13th August 1969 whereas the original formation date of the entity was 17th April 1920. Consequently, the jurisdiction of CSC stems from the state of Delaware. 

For Process Service on CSC, the address for the Principal Officer of the entity must be referred to. It must be remembered that Process Service should be addressed to the United States Corporation Company. However, Process Service may also be provided to the chief officer or any other higher-up with the requisite authority to accept the service. It must be known that a commercial registered agent has specific requirements to accept Process Service levied upon it. 

WHAT IS A COMMERCIAL AGENT

Registered agents are usually chosen for their availability or expertise in receiving legal communications, and the commercial registered agent is an example of this kind of registered agent. Nearly a dozen states use the terms commercial and non-commercial registered agents. Several other states use the same or similar ideas.

In most cases, a commercial registered agent is an entity or individual who has submitted an information-rich registration statement with their state’s agency that regulates corporations. The listing statement was created to make communicating with the commercial registered agent easier for the Secretary of State. 

States are made aware of who an entity represents, and there are easy tools to do mass address changes. Commercial registered agents’ service to their customers provides a sense of security. Registered agents, whether commercial and or non-commercial,  have essentially the same duties. To be appointed, they must consent to be appointed, maintain a physical address in the state, and fulfill other legal criteria.

Nevertheless, important legal distinctions are included in the Model Registered Agents Act’s commercial and non-commercial registered agents (MORAA). A commercial agent who has lodged an official registered agent listing statement with the jurisdiction it performs in, having paid the charge involved with filing, and typically represents several companies under the same jurisdiction.

Registered agents use MORAA to easily get commercial entity status at state corporation offices. This allows business registered agents to update their information, quit, and unregister in a much simpler and more efficient manner. The MORAA allows a registered agent to designate someone else to sign on their behalf if they are working in a state that has adopted MORAA.

REQUIREMENTS TO SERVE PAPERS ON CSC

In order to serve a legal document, CSC must be the registered agent of the business that the service of process is targeting. If this precondition is not fulfilled, CSC cannot receive, process, or transmit any Process Service that has been provided, since the entity is not authorized to do the same within the boundaries of a Commercial Registered Agent. The Process Server cannot also merely leave the papers with the CSC, since CSC will refuse to accept the delivery since the Process Service is not acceptable. The plaintiff will thereinafter have to issue a new summons, refer to the defendant properly, and restart service.

It is essential to take due diligence in conducting an investigation on the recipient’s registered agent. It is also required to ensure that whatever type of legal document the individual wish to forward to CSC, the documents should be delivered in a timely manner. The legal notice must make its way to the proper recipient promptly.

MAJOR ISSUES IN SERVING CSC

To make sure that the legal notice will not be rejected by CSC, it is required to [A.] check the Division of Corporations, State Records and Uniform Commercial Code for the complete and official name of the company in order to avoid errors that could furnish grounds for rejection, [B.] check if the legal document they wish to serve is listed with the Division since CSC only accepts notices that are included in the list, [C.] place the official name of the entity on top, followed by ‘c/o Corporate Service Company’ below it and [D.] when filling out the documents, do not write names of individuals since there remains a high possibility that the CSC will reject papers when individuals are mentioned.

For service on a Registered Agent, it must be remembered that if the service is taking place at a business, either the individual named must be personally served or an officer or managing member of the company.  The question is different if service is done at a home instead. In case the Process Service is done at a home, there is a prerequisite of personal service. Additionally, the personal service should be specifically done upon the agent or upon an officer or managing member of the company. If another individual answer the door other than the subject, the server must confirm they are an officer. Quire frequently,  clients will request only personal service since personal service is often considered to be the most airtight service and appears to prevent any potential rejection of Process Service. 

The requirement imposed by many jurisdictions that every LLC and company employ a state-registered representative to handle legal correspondence, sometimes called a statutory agent or resident agent is referred to as statutory representation.

When dealing with legal paperwork, business owners frequently serve as registered agents. Doing so, however, may entail identifying themselves as a target. To prevent making any mistakes, most organizations bring in outside experts to help handle the service of process documentation. Courts in states enforce fines for failing to reply to letters extremely severely, even if a response is delayed due to a valid cause.

The nature of a registered agent’s authority varies among the states since each has different rules about what a registered agent may and cannot do. Accepting tax notifications, yearly report forms, and company license renewals, for example, are among the many official obligations. 

OTHER FUNCTIONS OF CSC

CSC receives and delivers important legal paperwork on its clients’ behalf. CSC is extensive in its capacity as a compliance firm, aiding clients to source and maintain the right licenses and permits, regardless of where they operate or the industry wherein they may be established. Essentially, covering these requirements means that CSC can provide the kind of services that allow companies to expand their businesses into other states and other countries without having the immediately tackle the specific Process Service requirements that every single new jurisdiction may need

CSC gives corporate law departments the tools they need to organize, file, and safeguard their case-critical documents. This means that a major role of CSC would be to oversee and maintain the good standing of an unlimited number of entities. 

Financial institutions are also major clientele for CSC since the entity provides risk-management options that allow it to partner with banks and commercial lenders to enhance due diligence and minimize risk through financial searches and filings. This also means the entity can aid in financial management by streamlining the process for the title and real property management, special purpose entities, and independent directors.

 HOW DOES CSC WORK AS A REGISTERED AGENT

The name and address of the registered agent are usually indicated in reports and the articles of incorporation, the statement of the LLP registry, or the limited partnership certificate. The application for authority to be doing business in other States further would require the same. In certain instances, permission is often required from the Representative for the appointment. When a shift in the Registered Agent or their address (registered office) occurs, the state must be informed as to the change.

The primary aim of the agent would be to have a legal address that is not a P.O. Box within the state jurisdiction where there are individuals accessible during regular business hours to enable legal process operations to be conducted in case of a lawsuit. Typically, the registered agent is the person to whom the state government automatically sends all the official documentation needed each year for the purposes of legal action or taxation. It is the responsibility of the registered agent to forward certain suit records and notes to the company itself. Registered agents may often advise business associations as to whether their state government filing status is in ‘good standing’.  The justification for these notices being a feature of a registered agent is because it is virtually impossible for a corporate organization to maintain track of regulatory amendments and to disclose due dates for various jurisdictions it may conduct business in, considering the disparate legislation of different states.

Failure to retain a licensed agent may result in the revocation of the legal status of a corporation or LLC, the imposing of penalty fees on an individual, or both. Delaware General Corporation Law requires registered agents to [A.] be a legal resident of Delaware which also means that the entity should maintain a registered office in Delaware; [B.] have a physical location in Delaware where they can, during normal business hours, accept service of process, legal notifications, and annual report notifications; [C.] provide reliable means to forward all documents received to the responsible parties and [D.] keep on file the name, business address and business telephone number of a natural person who serves as the communications contact on behalf of a Delaware corporation or LLC

For more information on serving legal papers, contact Undisputed Legal our Process Service department at (800) 774-6922. Representatives are available Monday-Friday 8 am – 8 pm EST.  If you found this article helpful, please consider donating.  Thank you for following our blog, A space dedicated to bringing you news on breaking legal developments, interesting articles for law professionals, and educational material for all. We hope that you enjoy your time on our blog and revisit us!  We also invite you to check out our Frequently Asked Questions About Process Servers.

Sources

1. Delaware Business Now. ‘Corporation Services Rebrands to CSC.’ Delaware Business Now, 22 May 2017, delawarebusinessnow.com/2017/05/corporation-services-rebrands-csc/. 

2. Pace, Eric. ‘ENGLEWOOD Cliffs, N.j.’ The New York Times, The New York Times, 4 Apr. 1982, www.nytimes.com/1982/04/04/business/cradle-to-grave-with-prentice-hall-englewood-cliffs-nj.html. 

3. ‘LexisNexis sells document solutions unit to Corporation Service Co..’ The Free Library. 2003 JK Publishing, Inc https://www.thefreelibrary.com/LexisNexis+sells+document+solutions+unit+to+Corporation+Service+Co.-a0107277563

4. The IP Mirror brand offered services such as corporate domain name registration and online trademark protection. CSC, which was the world’s third-largest outsourcer in 2014, also purchased the IP Mirror brand.   CSC Digital Brand Services’ capacity to provide services in the Asia-Pacific area increased significantly when it acquired IP Mirror.

5. Through the years, CSC has evolved from a regional registered agent firm associated with mergers and acquisitions and other corporate transactions to a global leader helping some of the largest companies, financial institutions, and law firms stay compliant, manage risk, and streamline their workflows,’ says CSC President and Chief Executive Officer Rod Ward.

‘This is the first substantial change to our logo and brand strategy since our company’s founding,’ says Ward. ‘In the past 10 years, we’ve doubled in size, made strategic acquisitions, and expanded our footprint to 17 countries. Our distinctive new look reflects the interconnected, evolving relationship we have with our clients. The infinity-style symbol helps us tell the story of our integrated solutions, and our ability to streamline operations, generate trust, and deliver exceptional results.’

6. UNITED STATES CORPORATION COMPANY

Address:80 STATE STREET, ALBANY, NY, 12207

7. C/O UNITED STATES CORPORATION COMPANY

Address:251 LITTLE FALLS DR, WILMINGTON, NY, United States, 19808

8. Chief Executive Officer’s Name and Address

Name: RODMAN WARD III

Address:251 LITTLE FALLS DRIVE, WILMINGTON, DE, United States, 19808

9. International Association of Commercial Administrators. ‘Model Registered Agents Act – Technical Challenges of Implementation’ (pdf). International Association of Commercial Administrators. pp. 4–5.

10. In 2004, IACA met and agreed to develop a resolution to simplify registered agent registration processes. Their work is dubbed MoRAA and has many consequences, including a separate classification of commercial and noncommercial registered agents.

 MODEL REGISTERED AGENTS ACT (2006) (LAST AMENDED 2011)

11.‘Any business entity other than an individual proprietorship in every state may register an agent for three purposes: to receive service of process; establish a venue for any legal action; and for publication of notices required by the entity’s organic law’. 

12. The responsibility falls upon the server to confirm the status of the individual another officer of the company before they can sub-serve. However, this does not preclude service of process upon a Member of Household if service is at the place of abode for the Officer or Registered Agent for the Corporation

13. Information about persons or entities that are available to act as registered agents in a given state is maintained by the state’s Secretary of State office. Most states also offer free online database searches to identify a business entity’s registered agent. Some state business entity laws name the Secretary of State’s office or business entity filing office as the registered agent of last resort, in the event, the named registered agent can’t be found.

14. Delaware General Corporation Law 8 Del. C. §131 and §132

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