How to Amend Certificate of Formation in Alabama (2024) (original) (raw)

Amend Alabama Certificate of Formation

Amendment of Certificate of Formation is required when you make changes to your LLC. While forming an LLC in Alabama, you must file the formation document. At some point in time, if you might need to update/change any of the information shared in the Certificate of Formation, you must file the Domestic LLC Amendment with Alabama SOS.

To amend your Alabama Certificate of Formation, you will need to follow a specific process, which typically involves filling out a form, paying a fee, and submitting the amended articles to the Alabama SOS. The process is not a lengthy one. In this article, LLCBuddy editors shared how to amend Alabama Certificate of Formation without any hassle. Note that the process explained here is a generic process. It is recommended to consult a professional or attorney beforehand.

What is Certificate of Formation in Alabama?

The Certificate of Formation is a document that is required to form an LLC in Alabama. The document must be submitted online or by mail to the Alabama Secretary of State. Certain details need to be added while filing the Alabama Certificate of Formation. The following are the points to be added to the formation document at the time of LLC registration-

articles of organization

How to Amend Alabama Certificate of Formation

Changes such as name, physical address of the business, address or/and name of the Alabama Resident Agent, or any other changes listed above must be amended with the SOS. It is easy to amend the Certificate of Formation in Alabama. There are three prominent steps to follow. The steps are as follows-

Step 1: Determine What Changes You Need in Alabama LLC

The first step is to determine what changes you need to make or if you need any changes. For some business experts, it is good to make structural or some other changes to upgrade your LLC after a point of time. For example, managers can change, LLCs can be restructured or move to other places, cities, or states, and you can also change the registered agent.

These are common changes that often occur in limited liability companies. If you have to make those changes, you must proceed with drafting the Domestic LLC Amendment with Alabama Secretary of State.

Step 2: Draft the Alabama Domestic LLC Amendment

The next step is to draft the Amendment. To Amend the Certificate of Formation, you need the following-

Step 3: File Alabama Domestic LLC Amendment

To file the Domestic LLC Amendment in Alabama, you need either an online or offline form. You can do that online in most states by signing in to the Secretary of State’s official portal. To file the amendment in Alabama, you must fill up the form (online or offline) and send it back to the SOS (online or by mail).

For the online filing, the form must be submitted using the Alabama Secretary of State‘s portal. For offline (by mail) filing, the PDF form must be sent to the Secretary of State, P.O. Box 5616, Montgomery, AL 36103. The amendment filing fee of $50 must be paid at the time of form submission.

Why Amend Certificate of Formation?

There are six reasons why you need to file the Domestic LLC Amendment in Alabama. Following are the six points to note-

Change of Alabama LLC Name: If you change the name of the LLC, you must file it with the SOS. LLCs do not often change the names, but in some cases, if they change it, they immediately have to inform the Alabama SOS through Amendment.

It is recommended to check if the name change is absolutely necessary. Because it can affect the whole business. In some cases, it is better to start a new LLC than change the name of an existing one.

Tip from LLCBuddy

Change of Alabama LLC Address: Like the business name, if the principal address of the LLC is changed or the company is moved to another place, then Alabama LLC has to file the amendment certificate.

Change of Registered Agent: A Registered Agent is the most important person in the LLC. However, when you change or remove the Registered Agent, you must file the amendment with the Alabama SOS.

Change of Alabama LLC Management: This is another important reason why one should file the Amendment Certificate. If the managerial structure changes in your LLC, it must be filed with the SOS. The new structure, manager, or change in ownership must be filed.

Change of the Purpose of Alabama LLC: The purpose of the LLC is mentioned in the Certificate of Formation when it is filed. If the purpose is changed at any time, for example, a non-profit in Alabama changes to a for-profit organization, or vice-versa, it must be filed with the SOS.

Change of Alabama Tax Structure: The Alabama LLC classification of taxes is mentioned in the Certificate of Formation at the time of registration of the LLC. Later, if the LLC wants to change the tax structure, it must file the amendment certificate with Alabama SOS.

Cost to File Alabama Domestic LLC Amendment

The cost of filing the Amendment Certificate in Alabama is $50. For other types of filing costs, please visit the official website of Alabama Secretary of State.

Penalties for Not Filing Domestic LLC Amendment

Failure to amend Alabama Certificate of Formation can lead to legal issues against the LLC. Not filing the amendment certificate means non-compliance with the LLC in Alabama. Another consequence of not filing an amendment in Alabama is facing legal issues by violating state laws. For example, if a member-managed LLC becomes a manager-managed one in the future and the LLC does not file an amendment, it will be considered a violation of state law. Hence, the LLC might face legal issues.

FAQs

How can I amend my Alabama Certificate of Formation?

You can amend your Alabama Certificate of Formation by submitting a Certificate of Amendment to the Secretary of State.

What information do I need to include in the Certificate of Amendment for an Alabama business?

You need to include your entity’s name, date of formation, the amendment being made, and any other necessary information as required by the Alabama Secretary of State.

Is there a fee for amending my Alabama Certificate of Formation?

Yes, there is a fee for filing a Certificate of Amendment with the Alabama Secretary of State. The fee amount can vary, so it’s best to check with the Secretary of State’s office.

Can I file an amendment for my Alabama business online?

Yes, you can file an amendment for your Alabama business online through the Secretary of State’s website.

How long does it take to process an amendment to an Alabama Certificate of Formation?

The processing time for an amendment to an Alabama Certificate of Formation can vary, but typically it takes a few business days to several weeks.

What is the deadline for filing an amendment to an Alabama Certificate of Formation?

There is no specific deadline for filing an amendment to an Alabama Certificate of Formation, but it’s best to make any necessary changes as soon as possible.

Can I make multiple amendments to my Alabama Certificate of Formation at once?

Yes, you can make multiple amendments to your Alabama Certificate of Formation by including all changes in a single Certificate of Amendment.

Do I need to provide a reason for amending my Alabama Certificate of Formation?

No, you do not need to provide a reason for amending your Alabama Certificate of Formation. Simply state the changes you wish to make in the Certificate of Amendment.

What should I do if I made a mistake on my Alabama Certificate of Formation?

If you made a mistake on your Alabama Certificate of Formation, you can file a Certificate of Amendment to correct the error.

Can I restate my Alabama Certificate of Formation instead of filing an amendment?

Yes, you can choose to restate your Alabama Certificate of Formation instead of filing an amendment. Restating it will include all changes in one document.

How do I obtain a copy of my filed Alabama Certificate of Formation?

You can obtain a copy of your filed Alabama Certificate of Formation by requesting one from the Alabama Secretary of State’s office.

How do I amend my Alabama Certificate of Formation?

To amend your Alabama Certificate of Formation, you must file Articles of Amendment with the Alabama Secretary of State.

What information do I need to include in the Articles of Amendment for an Alabama Certificate of Formation?

In the Articles of Amendment for an Alabama Certificate of Formation, you need to include the name of your LLC, the date of the original Certificate of Formation, and the changes you are making.

Can I change the name of my Alabama LLC when amending the Certificate of Formation?

Yes, you can change the name of an Alabama LLC when amending the Certificate of Formation by including the new name in the Articles of Amendment.

Is there a fee to amend an Alabama Certificate of Formation?

Yes, there is a fee to amend an Alabama Certificate of Formation. The fee can vary, so check with the Alabama Secretary of State for the current amount.

Can I amend my Alabama Certificate of Formation online?

Yes, you can file an amendment to an Alabama Certificate of Formation online through the Alabama Secretary of State’s website.

Can I amend my Alabama Certificate of Formation multiple times?

Yes, you can amend your Alabama Certificate of Formation multiple times if needed.

Do I need to notify any other parties when amending my Alabama Certificate of Formation?

Typically, you do not need to notify any other parties when amending your Alabama Certificate of Formation, unless required by the Alabama Secretary of State.

Can I dissolve an Alabama LLC while amending the Certificate of Formation?

No, dissolving an Alabama LLC is a separate process from amending the Certificate of Formation and requires different paperwork.

What happens if I make a mistake on my amendment to an Alabama Certificate of Formation?

If you make a mistake on your amendment to an Alabama Certificate of Formation, you may need to file a correction or amendment to fix the error.

Can I remove a member from an Alabama LLC when amending the Certificate of Formation?

Yes, you can remove a member from an Alabama LLC when amending the Certificate of Formation by updating the information in the Articles of Amendment.

Can I add a member to an Alabama LLC when amending the Certificate of Formation?

Yes, you can add a member to an Alabama LLC when amending the Certificate of Formation by updating the information in the Articles of Amendment.

Can I change the registered agent of an Alabama LLC when amending the Certificate of Formation?

Yes, you can change the registered agent of an Alabama LLC when amending the Certificate of Formation by including the new agent’s information in the Articles of Amendment.

Do I need to update my operating agreement when amending the Certificate of Formation for an Alabama LLC?

It is recommended to update your operating agreement whenever you make changes to the Certificate of Formation for an Alabama LLC to ensure consistency.

Can I reissue membership certificates when amending the Certificate of Formation for an Alabama LLC?

Yes, you can reissue membership certificates when amending the Certificate of Formation for an Alabama LLC if there have been changes to ownership.

Can I change the business activities of an Alabama LLC when amending the Certificate of Formation?

Yes, you can change the business activities of an Alabama LLC when amending the Certificate of Formation by updating the description in the Articles of Amendment.

Can I amend the duration of an Alabama LLC when updating the Certificate of Formation?

Yes, you can amend the duration of an Alabama LLC when updating the Certificate of Formation by specifying the new duration in the Articles of Amendment.

Can I convert a domestic LLC to a foreign LLC when amending the Certificate of Formation in Alabama?

Yes, you can convert a domestic LLC to a foreign LLC when amending the Certificate of Formation in Alabama by fulfilling the requirements for foreign qualification.

Can I convert a foreign LLC to a domestic LLC when amending the Certificate of Formation in Alabama?

Yes, you can convert a foreign LLC to a domestic LLC when amending the Certificate of Formation in Alabama by fulfilling the requirements for domestication.

Can I use a DBA name when amending the Certificate of Formation in Alabama?

Yes, you can use a DBA name when amending the Certificate of Formation in Alabama by adding the desired name in the Articles of Amendment.

Also Read

In Conclusion

While running a limited liability company in Alabama, it might be possible to make changes. From the name of the business to the Resident Agent, the management of the LLC can be changed over time. Every time you make any changes, you must file the amendment. You must consider that changing LLC names should not occur more often unless it is totally required. The name is the first identity of your LLC; changing it frequently directly affects the company’s branding. Filing the Domestic LLC Amendment is mandatory as well as crucial, and failure to do so can lead to legal issues and non-compliance with state laws.

This article shares all the important steps you need to follow to file the Domestic LLC Amendment in Alabama. While you follow the steps shared in this article, make sure to consult a professional or attorney. If you are looking for a professional LLC formation service at $0, we recommend ZenBusiness. By following the steps outlined in this article and submitting the necessary documents to the Alabama Secretary of State, LLCs can successfully amend their Certificate of Formation and maintain compliance with state regulations.