Amend Articles of Organization

If you want to amend your articles of organization, you’re in luck. The process is actually quite easy!

Amendment of Articles of Organization Law

If you want to read the law regarding articles of organization, you’ll want to start with NCGS §§ 57D-2-21 & 22.

Why Would You Want to Amend Your Articles of Organization?

First, I’ll share that 99% or more small business will never amend their articles. It’s not all that common to do. However, if you do happened to need to, we have you covered.

You don’t have to, but some situations require that you amend your articles if you change address. You do not need to file an amendment for minor changes or changes in addresses or registered agent. For those, there are separate, easy, documents. They are also cheaper!

One thing you cannot do without an amendment is change your company’s legal name.

If you added other terms besides the default ones, any changes to those will have to be done in an Amendment. For example, if you created multiple types of members, like common and preferred shares in a corporation, changes to these in your articles requires an amendment. However, this, and most, examples can be done freely in your operating agreement so long as you didn’t write them into your articles.

Difference Between Amendment and Restatement

Amendments are the act of changing or adding terms to your articles. The Articles of Restatement is the process of consolidating all of your amendments and the original articles into one new articles of organization. You can actually file an amendment and restatement at the same time.

If you’re amending your articles, the cost is $50. The restatement costs $10. If you’re doing both at the same time, the cost is $50.

One other major difference is that amendments in the Articles of Restatement require unanimous consent of the members. However, amendments only require the percentage specified in the operating agreement.

The Amendment Process

The amendment process is easy. The North Carolina Secretary of State’s website makes things pretty simple. To file an amendment, first download the template.

Second, search for your company name.

Third, click the link to Upload a Filing. Follow the prompts, upload, and pay.

It’s as easy as that!

 

If you have questions about your articles or would like to file an amendment, feel free to contact us at info@lawplusplus.com or by calling (919) 912-9640.

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