Changing your company’s information
Anytime you change information included in your company’s Articles of Incorporation or Articles of Organization, you typically need to file an Article of Amendment. BizFilings also offers a Name Amendment Filing Service and a Share Amendment Filing Service.
Why it’s important
The information included in your Articles of Incorporation/Organization or in your Certificate of Authority (if you’ve registered to transact business in other states) is the official information the state has on record for your company. When that information changes, it also needs to be updated with the state.
- Submitting Articles of Amendment tells the state that the appropriate company representatives have consented to the change. For example, amending the business purpose of a corporation might require consent by the incorporator or the corporation’s directors or shareholders.
- Approval by the state certifies that your company met state legal requirements and that the information has officially been changed with the state.
Out of State amendment orders
Amendments for businesses that are not located in your home state are known as Foreign Amendments. Foreign Amendments, require additional documentation by your home state in order to complete the filing. Typically your home state will require a certified copy or certificate of good standing. BizFilings will take care of this requirement.
Business purpose amendments when "general-purpose" clause exists
The majority of the states allow companies to use a general-purpose clause, such as “all lawful business,” as the business purpose listed in the incorporation or foreign qualification documents. There are also a few states that do not require any business purpose information to be listed. If the general-purpose was listed, or no specific type listed, you do not need to notify the state if the nature of your business activity has changed. In cases where a specific business purpose (one that explains your business activity in more detail) was included in the incorporation or foreign qualification documents and the nature of your business has changed, you need to alter this information by filing Articles of Amendment.
Save time and the cost of legal fees when you use BizFilings to prepare and file Articles of Amendment for your company. BizFilings can also help with ongoing compliance requirements.Business Compliance Requirements and Consequences
Keep in Mind
Not all information included in the incorporation or qualification documents needs an amendment to be updated. For example, some states allow names and addresses of directors (corporations) or members/managers (LLCs) to be updated via the annual report.Understanding Business Annual Report and Franchise Tax Obligations
What are Articles of Amendment?The Articles of Amendment, also sometimes called a Certificate of Amendment, is a document filed with your state of incorporation (or any states in which your company has foreign qualified to transact business), to enact a specific change to the information included in your company’s incorporation or qualification documents.
When do companies need to file an amendment?You would file an amendment for your company if you need to change information included in your incorporation or foreign qualification (if you have registered your company to transact business in a state or states other than your state of incorporation) document. For example, if you included a specific or detailed business purpose clause in your incorporation documents and the nature of your business changes, you would need to amend your business purpose to accurately reflect the nature of your business activities.
What type of amendments does BizFilings file?BizFilings can file an amendment to change most any information included in your company’s incorporation or foreign qualification documents. We have one online order form for amending the name of your company (our Name Amendment Filing Service) and another order form for all other types of amendments. If you need to amend both the name of your company and other information, visit our Name Amendment Filing Service page. You can also place amendment orders by phone with our Incorporation Specialists.
Can you help me file an amendment even if I didn’t incorporate my company with BizFilings?We will gladly prepare and file the necessary amendment documents for your business in any state.
What information do I need to have before I place my order?
When ordering our Other Amendment Filing Service, please have the following ready:
- The information you wish to amend (for example your company’s business purpose information, legal address or management information) and a detailed outline of the new information to include
- State of incorporation
- Business type (corporation, LLC, etc.)
- Current company name (exactly as it appears on your incorporation documents)
- Incorporation date
- Current business purpose
- Company contact information
- Director(s) name(s) & address(es) (for corporations) or the names(s) & address(s) of member(s)/manager(s) (for LLC)
- Officer(s) name(s) & address(es) (for corporations)
If you would like a name amendment to a Certificate of Authority (foreign qualification document) to transact business in another state, you would also need to provide the state of qualification and the qualification date in the order comments field of our online order form.
Does the process for amending incorporation documents differ from amending foreign qualification documents?The process is very similar, but the states often require more documentation when you are amending the foreign qualification document (which is called a Certificate of Authority). For example, the state of qualification may require a Certificate of Good Standing from the state of incorporation (showing that your company has fulfilled all its obligations in a timely manner in that state) and a Certified Copy of incorporation documents and/or foreign qualification documents. We can obtain these documents on your behalf (extra fees will apply) or you can obtain them and provide them to us.
How do I amend my business purpose information if my documents include a “general-purpose” clause?The majority of the states allow companies to use a general-purpose clause, such as “all lawful business,” as the business purpose listed in the incorporation or foreign qualification documents. There are also a few states that do not require any business purpose information to be listed. If the general-purpose was listed, or no specific type listed, you do not need to notify the state if the nature of your business activity has changed. In cases where a specific business purpose (one that explains your business activity in more detail) was included in the incorporation or foreign qualification documents and the nature of your business has changed, you need to alter this information by filing Articles of Amendment.
Processing times for an amendment filing vary by state. Typical completion timeframe for our Other Amendment Filing Service is 4-6 weeks.
You may add expedited service to your order. Typical completion time for an expedited filing is 2-3 weeks. With expedited service, the Articles of Amendment is shipped for your signature via UPS 2 Day delivery. Your company's approved amendment document is then shipped to you via UPS 2 Day after we receive it from the state.
Amending a Certificate of Authority
If you would like BizFilings to amend your Certificate of Authority in the state or states where you have foreign qualified instead of your Articles of Incorporation/Organization, please note that in the comments field of the order form.