Change Articles of Organization LLC
Change articles of organization LLC is a process that many businesses face which occurs when you need to make a correction to your articles or add an amendment.3 min read
2. Items That Can Be Changed in Your Articles of Organization
3. Forms to File Changes
4. When to Amend LLC Documents
Change articles of organization LLC is a process that many businesses face. This can occur when you need to make a correction to your articles or add an amendment. This is a common process as many businesses may grow and evolve after their original conception. Amendments and corrections can easily be filed along with the appropriate filing fee.
In most states, you can obtain a form to file a change at the Secretary of State's Office or other corporate division. There are certain types of changes that are commonly filed for amendments or changes including such things as:
- Company name change
- Change of registered agent
- Amending articles of organization
The general rule is that if anything changes in the original articles of organization, it should be officially filed with your state. Since articles of organization are a matter of public record, it is important that an LLC makes sure that they are kept up-to-date. Your articles of organization should always have updated:
- Company name
- Names of owners
- Names of managers
If any dispute were to arise involving the ownership of an LLC, the articles of organization would be used to prove ownership. This will help you protect your legal rights. There are multiple ways in which you can make changes to your LLC records including:
- Filing articles of amendment
- Re-stating articles of formation
- During the filing of your annual report in some states
Restating Your Articles of Organization
You have you have the ability to file a restated articles of organization in some states. This is often used when there are additional changes that need to be made after you have already filed amendments. This will allow you to combine the new changes with the previous ones.
Items That Can Be Changed in Your Articles of Organization
No matter whether you choose to restate or file an amendment to your articles, the information you are allowed to change is the same. While there are two different forms at the Secretary of State's office, the only difference between the forms is the filing number and the name of the form. Changes that you can make include:
- Changes to the name of the company
- Updates to the registered agent's name, address, or phone number
- Changes to the business address
- Changes in directors or members information
- The number of authorized shares the company is allowed to distribute
- Any changes in the company's business activities
In fact, almost anything that is in your articles of organization can be changed aside from:
- The filing date
- The name of the incorporator or organizer
- The name of the registered agent if filing Articles of Amendment
Forms to File Changes
The forms you file to make changes to your LLC's articles of organization will either be:
- LLC-10 Restate Articles of Organization which requires a $30 fee if mailed and a $15 fee for walk-in.
- LLC-2 Amendment to Articles of Organization which requires the same fees.
When filling out each form, it is important to include a cover sheet that is attached with each of the forms you file. This form will help to communicate concerns with your submission.
When to Amend LLC Documents
There are different times when it is appropriate to file an amendment for your articles of organization including:
- When changing your LLC's name - If legally changing your business name it will need to be filed with the state to be official. You will also be required to wait until the new name is approved before you can use it legally.
- A change in ownership or membership - While this amendment can be made internally, there are some states that formally require changes to be filed. Transfers of large portions of ownership, over 20 percent, should always be filed with an amendment.
- Other changes - Some of the other changes you should consider filing an amendment to your articles of organization for include changing address, registered agent, or changing the management structure of your business.
Amendments to your articles will not be needed such as transferring ownership that has been stated in a will or to the next of kin of the owner.
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