To amend Articles, call majority vote of the board of directors and written assent of stockholders representing 2/3 outstanding capital stock. Some updates can be made on annual report. Others require amendment for business address, management structure, shares authorized, etc.
Filing Procedures for Amending Articles of Incorporation
Amending Articles of Incorporation requires filing with Secretary of State on proper forms from state. LLCs and corporations originally file "Articles of Organization" or "Articles of Incorporation." Information like name and contact details may need Articles of Amendment later.
State Specific Regulations for Amendments
Delaware charges low fees and taxes for registering businesses. Most US public companies incorporate in Delaware. States have power to make laws for forming and dissolving corporations.
Specific State Requirements for Amendments
In order to change the officers of an Illinois corporation, the shareholders must first pass a resolution at a meeting. You need to file an amended Articles of Incorporation with the Illinois Secretary of State.
To make amendments to your New York Corporation, you must provide the completed Certificate of Amendment of the Certificate of Incorporation form by mail, fax or in person to the New York Department of State, along with the filing fee. Whenever a company needs to edit, add or delete information from original formation documents, the state requires completion of a Certificate of Amendment.
After your Pennsylvania corporation forms, changes to sections of your Articles can be filed with a Certificate of Amendment. The updated information is then listed in the public record.
You can change your LLC’s mailing or physical address on the Statement of Information form.