How to Amend an LLC Filing

By Elizabeth Rayne

As your limited liability company grows and changes over time, you may determine that you need to amend your filings. Amendment may also be required if you discover that you made a mistake on your original filing. Generally, you only need to file an amendment when making significant changes to the LLC and altering the articles of incorporation. Following the correct steps for amendment will ensure that the state is updated with accurate information about your company.

As your limited liability company grows and changes over time, you may determine that you need to amend your filings. Amendment may also be required if you discover that you made a mistake on your original filing. Generally, you only need to file an amendment when making significant changes to the LLC and altering the articles of incorporation. Following the correct steps for amendment will ensure that the state is updated with accurate information about your company.

Step 1

Vote to amend the filing. If there is more than one member of the LLC, there must be a majority agreement to amend the organizing documents. Many states require unanimous voting before amending articles of incorporation. Make a record of the decision.

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Step 2

Determine if the amendment requires filing. Not all changes to the organizing documents require amendment. If you want to amend the operating agreement, which specifies how profits are distributed and how the LLC is generally managed, you do not necessarily have to file with the state. However, if you want to change the company's name or address, legal purpose or its members, you likely will need to file an amendment to the articles of incorporation

Step 3

Visit the website for the secretary of state where your LLC is located and registered. Search for the business forms section of the website. Check to see if there is a form to amend LLC filings, often labeled a Certificate of Amendment. If you cannot find the form on the website, call the office for assistance.

Step 4

Research the requirements for filing. Often, you can find the form's instructions on the same page as the Certificate of Amendment template. Some states require all members to sign the form, while other states allow the LLC to appoint one member to sign. The instructions should also specify the filing fee.

Step 5

Download the form from the website and fill it out with the appropriate information. On the form, describe what the change is and when the changes will be effective. Have the appropriate members sign the form.

Step 6

File the form with the Secretary of State with the appropriate filing fee. Keep a copy of the filing for your records.

Step 7

Publish the amendment. Some states require LLCs to publish amendments in a local newspaper after the state has approved the amendments.

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How to Make Changes to an Annual LLC Report

References

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How to Amend the Articles of Organization for an LLC in Georgia

The corporations division of the Georgia secretary of state's office manages registrations and filings for all entities authorized to conduct business in the state. All of the information on the types of filings the office accepts, the fee schedule, instructions and an electronic filing system can be found on the state's website. To amend its articles of organization that were previously filed with the state, a limited liability company, or LLC, must prepare and file articles of amendment according to the instructions provided by Title 14 of the Georgia Code, and pay the fee schedule listed on the state website.

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