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

By Christine Funk, J.D.

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

By Christine Funk, J.D.

How you go about amending the articles of organization for a limited liability company (LLC) in Georgia depends in part on what you want to accomplish. The steps can vary depending on the goal. If you want to change the name of or terminate an business, Georgia provides forms. If you wish to amend other articles of organization, state law dictates what you must include and how you file the paperwork.

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Changing the Name of an LLC in Georgia

In the state of Georgia, you can create a DBA, or change the name of an LLC. To do so, you must complete and file the Articles of Amendment (Form CD 115). However, Georgia does not require using this form.

Owners can draft their articles of amendment pursuant to Georgia Code § 14–11–210. This form provides a quick and easy way to amend an LLC's name. The state of Georgia strongly urges owners to seek the assistance of competent legal counsel when filing a name change.

Terminating an LLC in Georgia

To terminate an LLC, you must take certain steps and file a form with the state of Georgia.

  1. Check LLC's status. While there is no filing fee for termination, the company must be current in its registration and in active status before you can submit a Certificate of Termination. Check the Corporations Division website to determine status. If it's "active/noncompliance," file the registration to convert the status to "active/compliance."
  2. Fill out the form. Prepare a Certificate of Termination (Form CD 415) indicating that you have either paid debts or made adequate provisions for your debts. The form further indicates that either there are no pending actions against the LLC in any court or that adequate provisions have been made. The form indicates the termination of the business upon filing with the Secretary of State or on a specific date.
  3. File the form. After the form has been filled out, it can be sent by mail or hand delivered to the Corporations Division.

Changing Other Portions of the Articles of Organization for an LLC in Georgia

Should you wish to change another one of the articles of organization for the LLC, Georgia Code § 14–11–210 governs these changes.

  1. File a written document. Fill out and file a document with the Secretary of State that includes the name of the LLC, the date you originally filed the articles of organization, the amendments desired, and the effective date of the amendments, if the effective date is later than the date of filing with the Secretary of State.
  2. Clearly state the revisions being made. Restate the articles to reflect only the provisions in effect. Restated articles of organization must be designated as such at the time of filing.

Owners can change their articles of organization any way they wish as long as they can be lawfully contained in the articles of organization when the owners make the amendment. Owners can make amendments as often as they wish.

The steps required to amend the articles of organization depend on the goal of the changes. Filing to change a name or terminate an LLC requires a simple form. However, amending the articles of organization to include new requirements, modify old requirements, or eliminate requirements essentially involves filing rewritten articles of organization to reflect the new intent. All three types of LLC amendments require filing with the Secretary of State.

This portion of the site is for informational purposes only. The content is not legal advice. The statements and opinions are the expression of author, not LegalZoom, and have not been evaluated by LegalZoom for accuracy, completeness, or changes in the law.