The chances are that if you are reading this, you have recently been concluding a contractual agreement – such as a loan, leasing agreement, or non-disclosure agreement (NDA) – with an international company, and you have been told by this other party that you must appoint a process agent. 

A process agent – also commonly referred to as a “registered agent for service of process” or a “resident agent” – accepts service of notices, proceedings, or documents on behalf of an overseas client. 

How mandatory is ‘mandatory’ when it comes to process agents? 

Technically, there is no universal mandatory requirement to appoint a process agent. However, a process agent is typically a contractual requirement for an international transaction if one or multiple parties involved in the agreement lacks a physical presence or address in the jurisdiction where the transaction is taking place. 

So, if you wish to enter into a certain cross-border arrangement – for example, in order to raise a loan from an institution in another country or jurisdiction – and the other party requires you to appoint a process agent as part of the contract, you won’t have a choice in the matter. You will either agree to appoint a process agent in accordance with the contractual terms, or the arrangement (in this case, the loan) will not go ahead. 

This provision is included in such contractual agreements to give the other party vital protection. To continue with the aforementioned example, then, if you were to raise a loan from a City institution and you were to default on the loan at some point, a process agent having been appointed would make it possible for the lending institution to much more easily deliver court proceedings against you. 

In this circumstance, then, your process agent would be able to receive formal notices on your behalf. Under English court procedure rules, this would constitute proper service, so the lending institution would not be forced to serve documents or notices to you in your own country or territory (which would be a potentially longwinded and cumbersome process). 

Is it essential for an outsourced process agent to be based in England? 

Process agents exist around the globe. So, you might expect that you would only need to appoint an outsourced process agent located in England if the counterparty (such as the aforementioned City institution or another lender) is also based in England. 

However, the other party doesn’t always have to be England-based in order for this requirement to apply. After all, the international legal community has long recognised the global prominence and reach of English law. 

In many cases, then, parties in cross-border transactions simply prefer their transactions to be governed by English law. This is particularly so given the strong reputation the English courts have for consistency and fairness, and the large body of judicial precedents. 

So, if this is the case for the agreement that you are seeking to enter into with the other party, it will indeed be mandatory to appoint an outsourced process agent located in England. Again, it won’t be a matter that you have a choice in, if you wish the transaction to proceed. 

Contact us now to discover the merits of making London Registrars your UK process agent

Have you been informed of the requirement to appoint a process agent as part of a contract? If so, please feel free to contact London Registrars to learn more about why you should choose us to act as your UK process agent. 

You can discover our present terms, conditions, and charges by downloading our process agent brochure. For a detailed conversation about your situation, you are welcome to speak to Shaheda Begum on 0044 20 7608 0011, or to email [email protected].