What are Articles of Amendment?

When you start a business, it is often a good idea to create a formal business entity. The legal document that creates a corporation or LLC includes important information about how you will run the business. If those details change, you need to amend that document. You can do so by filing Articles of Amendment.

What are Articles of Amendment?

To create a legal entity for your business, you must file a document with a state office. The names of these documents may vary by state, but they are commonly known as Articles of Incorporation for a corporation or Articles of Organization for an LLC. These documents are part of the public record.

Articles of Amendment—also known as “Certificate of Amendment” in some states—allow you to update the original documents without redoing everything. The amendment only changes specified parts of the original business formation documents. 

It is important to note that you only need Articles of Amendment for information that must be included in the original public documents. Other changes do not require a new public filing. For example, an LLC can amend or modify its Operating Agreement without filing anything.

When Do I Need Articles of Amendment?

Articles of Amendment are necessary when information required in the original formation document changes. Examples include:

• A business wants to change its legal name.
• A business is changing its official purpose.
• A corporation wants to increase the number of shares it may issue.
• A corporation wants to issue different types or classes of stock.
• A corporation wants to increase the number of directors on its board.
• An LLC wants to change its management structure.

The filing fee for Articles of Amendment is often the same as the filing fee for the original formation documents in many states. 

❗ Many states do not require Articles of Amendment to change a registered agent. Instead, a business can file a Notice of Change of Registered Agent or Address. The filing fee for this is typically much lower.

How Do I File Articles of Amendment?

Each state has a business filing authority—usually the Secretary of State, but for some states it may be the Division of Corporations, the Corporation Commission or even the Division of Revenue & Enterprise Services who handles business filings. It’s important to know what that authority is in your specific state. They may offer an online portal where businesses can file Articles of Amendment and other documents. It also provides forms that business owners can print and file by mail or in person. The amendment becomes effective when the authority accepts the document.

Ready to take the next step? If you’re looking to create your own Articles of Amendment, visit our Articles of Amendment page for step-by-step guidance and resources. You can also connect with a Rocket Legal Pro for personalized support and answers to any questions you might have.
 

Key takeaways Business formation documents must include certain information, such as the business name, registered agent, and number of authorized corporate shares. Changing this information requires filing Articles of Amendment. Most states make an exception for changes to the registered agent. Businesses can file a different document with a lower filing fee. Business filings, including amendments, are handled by the Secretary of State where your business is registered.

Additional resources

Learning how to enforce a contract is just one step. Explore these additional topics to learn more and take the next steps.

• How to Add or Remove Owners from a Business
• How to Change a Business Name