How to Amend an LLC Filing

By Jennifer Kiesewetter, J.D.

How to Amend an LLC Filing

By Jennifer Kiesewetter, J.D.

When you form a limited liability company (LLC), you file articles of organization with your state's governing body. Typically, you also create an operating agreement, which sets out the operations and management of your LLC. If you decide to alter your LLC, you must amend your articles of organization and your operating agreement. Here's how.

Man sitting on couch reading paperwork and using laptop

1. Check state law.

Before you amend your LLC documents, check your state's statutes and regulations on LLC amendments. Some states require consent from the LLC's members before you can make changes. Some states may require you to follow additional steps when amending your LLC. Specific actions may require amendment, whereas other actions may not.

2. Refer to your forming documents.

After you check your state laws, check your articles of organization and your operating agreement. Your founding documents may have specific terms regarding LLC amendment. Be sure to follow the terms of your articles of organization and your operating agreement when amending your LLC.

3. Identify what you need to change and what you need to change it.

Understand what you need to amend. You must use specific state-required forms for certain amendments. For example, if you want to change your LLC's name, you need to use a particular form required by your state. You also need to confirm that the name is available—just like you did when you picked your original LLC name. Once you change your LLC's name with the state, you must revise your articles of organization and your operating agreement with your new LLC name.

If you make a change to your registered agent or the registered agent's address, you have to complete a form with your state. You also need to amend your articles of organization, if required by your state, and your operating agreement.

3. Find out whether you need to report your changes.

Your state may not require you to report certain amendments to your operating agreement. However, the state may require you to report certain changes impacting ownership or membership status. You need to understand which types of amendments you must report.

4. Submit within the required timeframe.

Many states require that you file your amendments within a specific time frame—within 30 days of the change, for example. If you don't file within the required period, you could face a penalty.

5. Provide the appropriate information and documentation.

If you amend your articles of organization, for example, complete the amendment to the articles of organization form for your state along with the effective date of the change and the signature of one of the members.

6. Submit your paperwork.

Send your form to the state department that registered your LLC. You may be able to file electronically depending upon your state's rules. You may also have a filing fee depending on the amendment. Fees vary by state.

Once you file your LLC's amendments and your state approves the amendments, don't forget to update your website and your marketing materials (as needed). You may find that you have additional questions on updating your LLC. Hiring an attorney or using an online service provider to answer any questions you may have could save you time and money in the long run. Receiving additional legal guidance can position your LLC for success.

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.