When and What Must You Amend: Everything About Articles of Amendment
Part of creating your legal entity requires filing key documents with your state.
Amendment Status
Amendment Filed & Confirmed
If you set up your LLC or corporation, you filed Articles of Organization or Articles of Incorporation with your state. The filing provides critical information to the state government, including the name and address of your business, your registered agent, and the purpose of your business.
But what happens if there is a change to your business? Corporations and Limited Liability Companies can make changes to their initial business-formation documents by filing an Articles of Amendment. The process is relatively straightforward but differs by state.
What Are Articles of Amendment?
Changes made to your Articles of Organization or Articles of Incorporation need to be submitted to your Secretary of State. When filing, you must include:
- The name of the business
- The text from the original filing that you wish to change
- The new text "amending" the original text
- The date that the amendment(s) were approved by the business's board of directors or members
Articles of Amendment can be mailed to the office of your Secretary of State or filed online. Filing fees vary by state. Once the amendment is accepted by the governing state agency, a confirmation of the change will be sent to you.
When Can You Amend Articles of Incorporation?
Any time your business makes a change, you can file. Articles of Amendment need to be used to formalize changes to your business. A business may want to submit an amendment to reflect the following changes:
- Company name
- Company address
- Board of Directors or members
- New Registered Agent
- Type of business or purpose
Having your documents current can also help avoid potential conflicts that can affect the business. For example, an internal clash can involve LLC members disputing ownership. Your initial business formation documents will be key in resolving any of these issues.
Why Would You Amend Articles of Incorporation? 5 Scenarios
There are 5 main scenarios that require filing an amendment. Here's a look at five scenarios highlighting why you would need to amend your Articles of Incorporation or Organization:
- Company Membership Changed: There is a change to your company's membership. This may be due to an internal dispute, ownership transfer, or a new partner joining the business.
- Assigning a New Registered Agent: Things did not work out with your Registered Agent and you need someone new to receive and process your legal mail. You can also use our Registered Agent Change service for this.
- Changing Your Company Name: Your company name needs to be changed. This may be due to brand confusion or a pivot in your business direction.
- Business Purpose Changed: The purpose of your business has changed. To survive in business, it's important not to be too rigid — sometimes a pivot is necessary.
- Changing Business Location: Your company needs to move to a new location within the state. There are many reasons why a company may need to move, from lower costs to a better workforce.
The Consequences of Failing to File Articles of Amendment
Making sure that the appropriate state government agencies have the correct information for your business is critically important. If you fail to update your business formation documents, there are serious potential consequences.
For one, it can be viewed by the state as negligence. Having inaccurate information filed with the state can impact your ability to receive important legal notices, renew licenses, and maintain good standing.
Keep in mind that your company name, address and purpose are all part of the public record. Your business partners, lenders, and customers may rely on this information. Outdated records can create confusion and undermine trust in your business.
StartBrandz's Article of Amendment Service
StartBrandz can help you save time by filing the Articles of Amendment on your behalf. Since 2004, we have helped over 1,000,000 business owners form their business entity, submit annual reports, and handle other business compliance requirements.
We will handle the paperwork and make sure that your changes are filed with the Secretary of State. Once processed, we upload your confirmation and amended documents to your secure dashboard for easy access.
