Amendments of Articles
Do you want to change your business information included in the Articles of Incorporation or Articles of Organization? If you wish to change any business information such business name , business purpose, business address, share amendment (volume or par value), corporate directors, officers, or registered agent (name or address), or any of the other Articles of Incorporation information, you will need to file an Article of Amendment.
But, what makes up amendments of articles, let’s take a look at them.
What is a certificate of amendment?
When you file a document with the Secretary of State for changing some specific information that is included in your company’s Articles of Incorporation or Articles of Organization, you get the certificate of amendment. Various states allow different information to be updated. For example, Nevada permits certain business information such as the officer, or Resident Agent information needs to be updated by the corporation’s or LLC’s annual list of officers. You must however understand that this information can frequently change. To include most of the information in the formation documents, a certificate of amendment must be filed with the state so that the changes can be made accordingly.
If you have your Articles of Amendment filed with the state, you can confirm that:
- All the changes you have made are meeting the legal requirements of your state of formation.
- The company’s representative which includes shareholders, directors or members has agreed to the change.
What types of documents can be Amended?
Any document that was earlier filed with the Secretary of State or any equivalent office can be amended. These documents are:
- The Articles of Incorporation/Organization (initial formation documents)
- Annual Reports
- Previously filed amendments
Requirements of the Articles of Amendment
Depending on the state’s requirements in which your business is registered, the articles include:
- The name of the corporation
- The start date
- The Perpetual duration
- The type of corporation (a stock or non-stock corporation)
- Information about initial shares of stock
- The name and address of the person or company authorized to receive business correspondence about legal matters, usually the registered agent
- Names and addresses of the initial directors and of the incorporator, basically the person in charge of setting up the corporation.
- Changing your company name: Whenever the name of any incorporated company changes, it is important to file a name amendment with the state of incorporation. Also, if the company has registered to transact the business with the same name in other states, i.e., foreign qualified, it is required to change the name in those states. The process required to change your company’s name a state officially involves the filing of a document called the “Articles of Amendment.”
It is because, the original name is registered with a different name when you started initially. Now, that you have decided to commence the work with the new name, you need to register that on the state records. It means that it cannot be similar to the already used name in the records. Also, it is required to check whether your new name is already taken or not. To use a new name, it is important to be unique.
- Changing your company’s shares: While forming your corporation, you must have listed the number of authorized shares and the par value of those shares in the Articles of Incorporation. In case you want to make a change in this information, you need to update this information by filing the Articles of Amendment with the state of incorporation.
COMPANY INFORMATION AMENDMENT
- Changing your company’s information: Whenever you change any information about your company that is included in the Company’s Articles of Incorporation or Articles of Organization, you need to file an Article of Amendment. It is required to update the state record with the latest information to avoid any confusions and consequences.
Why it’s important?
All the information included in your Articles of Organization/Incorporation is registered with the state, and your state has the record for that information only. So, whenever the information is changing; it is a must to update the state with the new information.
- Submitting Articles of Amendment tells the state that the relevant company representatives have agreed to the change. For instance, when amending the name of a corporation, you might require the consent of the corporation’s shareholders or directors.
- Approval by the state indicates that your company has met the state legal requirements and also the name has officially been changed on the state’s record.
Out of State orders (Foreign Amendment)
The businesses that are not located in your home state require Foreign Amendments. Foreign Amendments, require additional documentation by your home state to complete the filing. Basically, your home state will need a certified copy or certificate of good standing.
What type of amendments does IncParadise file?
IncParadise can help you in filing an amendment to change most of your company’s information, even if it is company’s incorporation or foreign qualification documents.
We have an online order form for amendment. You can choose between NV Amendment or NV Amendment Expedited. We charge $89 + state fees. Visit our Amendment Filing Service page. You can also place amendment orders by phone with our Incorporation Specialists.
What information is required for opting for our Amendment Services?
Before ordering our Amendment Filing Service, you need to have the following information:
- The information you want to amend (it can be your company’s business purpose information, management information or legal address) along with the detailed outline of the new information to include
- Business type (corporation, LLC, etc.)
- State of incorporation
- Current company name (the same way as it appears on your incorporation documents)
- Incorporation date
- Company contact information
- Current business purpose
- Directors/Officers names & addresses (for corporations) or the names & addresses of members/managers (for LLC)
For name amendment to a Certificate of Authority (foreign qualification document) for transacting business in another state, you would need to provide the state of qualification, and the qualification date.
For more information about Nevada Amendments of Articles click here.
Note that not all information included in the incorporation or qualification documents requires an amendment to be updated. For instance, some states may allow the names and addresses of directors or members/managers to be updated via the annual report.
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