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

Amend New Hampshire Certificate of Formation

Amendment of Certificate of Formation is required when you make changes to your LLC. While forming an LLC in New Hampshire, 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 Certificate of Amendment with New Hampshire SOS.

To amend your New Hampshire 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 New Hampshire SOS. The process is not a lengthy one. In this article, LLCBuddy editors shared how to amend New Hampshire 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 New Hampshire?

The Certificate of Formation is a document that is required to form an LLC in New Hampshire. The document must be submitted online or by mail to the New Hampshire Secretary of State. Certain details need to be added while filing the New Hampshire 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 New Hampshire Certificate of Formation

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

Step 1: Determine What Changes You Need in New Hampshire 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 Certificate of Amendment with New Hampshire Secretary of State.

Step 2: Draft the New Hampshire Certificate of Amendment

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

Step 3: File New Hampshire Certificate of Amendment

To file the Certificate of Amendment in New Hampshire, 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 New Hampshire, 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 New Hampshire Secretary of State‘s portal. For offline (by mail) filing, the PDF form must be sent to the Corporation Division, NH Dept. of State, 107 N Main St, Rm 204, Concord, NH 03301. The amendment filing fee of $15 must be paid at the time of form submission.

Why Amend Certificate of Formation?

There are six reasons why you need to file the Certificate of Amendment in New Hampshire. Following are the six points to note-

Change of New Hampshire 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 New Hampshire 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 New Hampshire LLC Address: Like the business name, if the principal address of the LLC is changed or the company is moved to another place, then New Hampshire 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 New Hampshire SOS.

Change of New Hampshire 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 New Hampshire 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 New Hampshire changes to a for-profit organization, or vice-versa, it must be filed with the SOS.

Change of New Hampshire Tax Structure: The New Hampshire 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 New Hampshire SOS.

Cost to File New Hampshire Certificate of Amendment

The cost of filing the Amendment Certificate in New Hampshire is $15. For other types of filing costs, please visit the official website of New Hampshire Secretary of State.

Penalties for Not Filing Certificate of Amendment

Failure to amend New Hampshire Certificate of Formation can lead to legal issues against the LLC. Not filing the amendment certificate means non-compliance with the LLC in New Hampshire. Another consequence of not filing an amendment in New Hampshire 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 do I amend my New Hampshire Certificate of Formation?

To amend your New Hampshire Certificate of Formation, you must file an amendment form with the New Hampshire Secretary of State.

Can I change the name of my New Hampshire LLC through an amendment?

Yes, you can change the name of your New Hampshire LLC by filing an amendment with the Secretary of State.

What information can be changed through an amendment to the Certificate of Formation in New Hampshire?

You can change various pieces of information, such as the company’s name, registered agent, principal office address, and members/managers in a New Hampshire LLC through an amendment.

How much does it cost to file an amendment to a New Hampshire Certificate of Formation?

The filing fee to amend a New Hampshire Certificate of Formation varies, but typically ranges from 35to35 to 35to100.

How long does it take to process an amendment to a New Hampshire Certificate of Formation?

The processing time for an amendment to a New Hampshire Certificate of Formation can vary, but typically takes around 3-5 business days.

Do I need the consent of all members/managers to file an amendment to the Certificate of Formation in New Hampshire?

It depends on your LLC’s operating agreement. The consent of all members/managers may be required, so be sure to check your agreement before filing an amendment.

Can I add additional members to my New Hampshire LLC through an amendment?

Yes, you can add additional members to your New Hampshire LLC through an amendment to the Certificate of Formation.

Can I remove a member from my New Hampshire LLC through an amendment?

Yes, you can remove a member from your New Hampshire LLC through an amendment to the Certificate of Formation, as long as you have the required consent.

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

No, you do not need to provide a reason for amending your New Hampshire Certificate of Formation. Just fill out the necessary form and file it with the Secretary of State.

Can I change the registered agent of my New Hampshire LLC through an amendment?

Yes, you can change the registered agent of your New Hampshire LLC by filing an amendment to the Certificate of Formation.

How do I know if my amendment to a New Hampshire Certificate of Formation was accepted?

You will receive confirmation from the New Hampshire Secretary of State once your amendment has been accepted and processed.

Can I file an amendment to my New Hampshire Certificate of Formation online?

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

What happens if my amendment to the Certificate of Formation in New Hampshire is rejected?

If your amendment is rejected, you will be informed of the reason for rejection and may need to make the necessary corrections and re-submit.

Can I expedite the processing of my amendment to a New Hampshire Certificate of Formation?

Yes, you can expedite the processing of your amendment by paying an additional fee for expedited service.

Can I change the principal office address of my New Hampshire LLC through an amendment?

Yes, you can change the principal office address of your New Hampshire LLC by filing an amendment with the Secretary of State.

Can I change the purpose of my New Hampshire LLC through an amendment to the Certificate of Formation?

Yes, you can change the purpose of your New Hampshire LLC through an amendment, but be sure to include the updated purpose in the form.

Can I change the duration of my New Hampshire LLC through an amendment?

Yes, you can change the duration of your New Hampshire LLC through an amendment to the Certificate of Formation.

What is the deadline for filing an amendment to a New Hampshire Certificate of Formation?

There is no strict deadline for filing an amendment, but you should submit it as soon as you become aware of the need for a change in your LLC.

Do I need to notify the IRS of changes made through an amendment to the Certificate of Formation in New Hampshire?

Yes, you may need to notify the IRS of certain changes made through an amendment, especially if they impact your tax filings.

Can I change the business activities of my New Hampshire LLC through an amendment?

Yes, you can change the business activities of your New Hampshire LLC through an amendment to the Certificate of Formation.

Can I change the management structure of my New Hampshire LLC through an amendment?

Yes, you can change the management structure of your New Hampshire LLC through an amendment to the Certificate of Formation.

Do I need to update my operating agreement after filing an amendment in New Hampshire?

Yes, it is a good practice to update your operating agreement to reflect any changes made through an amendment to the Certificate of Formation in New Hampshire.

Can I change the distribution of profits in my New Hampshire LLC through an amendment?

Yes, you can change the distribution of profits in your New Hampshire LLC through an amendment to the Certificate of Formation.

Can I redomesticate my LLC to another state through an amendment to the Certificate of Formation in New Hampshire?

No, redomestication typically requires a separate process and cannot be done simply through an amendment to the Certificate of Formation in New Hampshire.

What should I do if I realize there is an error in my filed amendment to the Certificate of Formation in New Hampshire?

If you discover an error in your filed amendment, you should notify the Secretary of State immediately and follow their instructions for correction.

Can I change the ownership percentages of members in my New Hampshire LLC through an amendment?

Yes, you can change the ownership percentages of members in your New Hampshire LLC through an amendment to the Certificate of Formation.

Can I change the voting rights of members in my New Hampshire LLC through an amendment?

Yes, you can change the voting rights of members in your New Hampshire LLC through an amendment to the Certificate of Formation.

Will amending my New Hampshire Certificate of Formation affect my standing with other regulatory agencies?

Yes, making changes through an amendment to the Certificate of Formation in New Hampshire may require updates to other regulatory filings and licenses.

How do I go about amending my New Hampshire Certificate of Formation?

To amend your New Hampshire Certificate of Formation, you must file an Articles of Amendment form with the Secretary of State’s office.

What information do I need to include in the Articles of Amendment form when amending my New Hampshire Certificate of Formation?

When amending your New Hampshire Certificate of Formation, you will need to include the name of your company, the date of formation, and the specific changes you are making.

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In Conclusion

While running a limited liability company in New Hampshire, it might be possible to make changes. From the name of the business to the Registered 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 Certificate of 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 Certificate of Amendment in New Hampshire. 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 New Hampshire Secretary of State, LLCs can successfully amend their Certificate of Formation and maintain compliance with state regulations.