How to Amend Articles of Organization in North Carolina (2024) (original) (raw)

Amend North Carolina Articles of Organization

Amendment of Articles of Organization is required when you make changes to your LLC. While forming an LLC in North Carolina, 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 Articles of Organization, you must file the Amended Certificate of Authority with North Carolina SOS.

To amend your North Carolina Articles of Organization, 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 North Carolina SOS. The process is not a lengthy one. In this article, LLCBuddy editors shared how to amend North Carolina Articles of Organization 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 Articles of Organization in North Carolina?

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

articles of organization

How to Amend North Carolina Articles of Organization

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

Step 1: Determine What Changes You Need in North Carolina 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 Amended Certificate of Authority with North Carolina Secretary of State.

Step 2: Draft the North Carolina Amended Certificate of Authority

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

Step 3: File North Carolina Amended Certificate of Authority

To file the Amended Certificate of Authority in North Carolina, 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 North Carolina, 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 North Carolina Secretary of State‘s portal. For offline (by mail) filing, the PDF form must be sent to the The Secretary of State, Business Registration Division, P.O. Box 29622, Raleigh, NC 27626. The amendment filing fee of $50 must be paid at the time of form submission.

Why Amend Articles of Organization?

There are six reasons why you need to file the Amended Certificate of Authority in North Carolina. Following are the six points to note-

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

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

Change of North Carolina Tax Structure: The North Carolina LLC classification of taxes is mentioned in the Articles of Organization 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 North Carolina SOS.

Cost to File North Carolina Amended Certificate of Authority

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

Penalties for Not Filing Amended Certificate of Authority

Failure to amend North Carolina Articles of Organization can lead to legal issues against the LLC. Not filing the amendment certificate means non-compliance with the LLC in North Carolina. Another consequence of not filing an amendment in North Carolina 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 the Articles of Organization in North Carolina?

To amend the Articles of Organization in North Carolina, you must file the necessary forms with the Secretary of State.

What forms do I need to file to amend the Articles of Organization in North Carolina?

In North Carolina, you will need to file an Amended Articles of Organization form with the Secretary of State.

Can I make changes to the members or managers listed in the Articles of Organization in North Carolina?

Yes, you can make changes to the members or managers listed in the Articles of Organization by filing an amendment with the Secretary of State in North Carolina.

How much does it cost to amend the Articles of Organization in North Carolina?

The filing fee to amend the Articles of Organization in North Carolina is $50.

Can I change the name of my LLC in North Carolina by amending the Articles of Organization?

Yes, you can change the name of your LLC in North Carolina by amending the Articles of Organization and including the new desired name.

Do I need to include a reason for amending the Articles of Organization in North Carolina?

No, you do not need to include a reason for amending the Articles of Organization in North Carolina.

How long does it take for the Secretary of State to process an amendment to the Articles of Organization in North Carolina?

The processing time for an amendment to the Articles of Organization in North Carolina is typically 7-10 business days.

Can I file an amendment to the Articles of Organization online in North Carolina?

Yes, you can file an amendment to the Articles of Organization online through the Secretary of State’s website in North Carolina.

Do I need to notify all members of the LLC when amending the Articles of Organization in North Carolina?

It is recommended to notify all members of the LLC when amending the Articles of Organization in North Carolina, but it is not required by law.

Can I change the registered agent of my LLC by amending the Articles of Organization in North Carolina?

Yes, you can change the registered agent of your LLC by including that information in the amendment to the Articles of Organization in North Carolina.

What information do I need to include in the amendment to the Articles of Organization in North Carolina?

You will need to include the name of the LLC, the date of filing of the original Articles of Organization, and the specific changes you are making in the amendment.

Is there a deadline for amending the Articles of Organization in North Carolina?

There is no specific deadline for amending the Articles of Organization in North Carolina, but it is recommended to do so promptly after any changes have occurred.

Can I amend the Articles of Organization multiple times in North Carolina?

Yes, you can file multiple amendments to the Articles of Organization in North Carolina as needed to make changes to the LLC.

Can I change the purpose of the LLC by amending the Articles of Organization in North Carolina?

Yes, you can change the purpose of the LLC by including the new purpose in the amendment to the Articles of Organization in North Carolina.

Do I need to provide updated contact information for the LLC in the amendment to the Articles of Organization in North Carolina?

Yes, it is recommended to include updated contact information for the LLC in the amendment to the Articles of Organization in North Carolina.

What is the mailing address for filing amendments to the Articles of Organization in North Carolina?

The mailing address for filing amendments to the Articles of Organization in North Carolina is Secretary of State, Corporations Division, Raleigh, NC.

Can I make changes to the capital contributions of the members by amending the Articles of Organization in North Carolina?

Yes, you can make changes to the capital contributions of the members by including that information in the amendment to the Articles of Organization in North Carolina.

Can I add additional provisions to the Articles of Organization by amending them in North Carolina?

Yes, you can add additional provisions to the Articles of Organization by including them in the amendment filed with the Secretary of State in North Carolina.

Do I need to include a signature on the amendment to the Articles of Organization in North Carolina?

Yes, the amendment to the Articles of Organization in North Carolina must be signed by an authorized person, such as a member or manager of the LLC.

Can I dissolve my LLC by amending the Articles of Organization in North Carolina?

No, you cannot dissolve your LLC by amending the Articles of Organization. To dissolve your LLC in North Carolina, you must file a separate form with the Secretary of State.

Can I withdraw a previously filed amendment to the Articles of Organization in North Carolina?

No, once an amendment to the Articles of Organization has been filed with the Secretary of State in North Carolina, it cannot be withdrawn.

Do I need to publish the amendment to the Articles of Organization in North Carolina?

No, there is no requirement to publish the amendment to the Articles of Organization in North Carolina.

Can I change the duration of the LLC by amending the Articles of Organization in North Carolina?

Yes, you can change the duration of the LLC by including the new duration in the amendment to the Articles of Organization filed in North Carolina.

Can I amend the Articles of Organization to convert my LLC to a different entity type in North Carolina?

No, you cannot convert your LLC to a different entity type by amending the Articles of Organization in North Carolina. You would need to follow a different process for conversion.

Can I reserve a name for my LLC by filing an amendment to the Articles of Organization in North Carolina?

No, you cannot reserve a name for your LLC by amending the Articles of Organization. Name reservations have to be filed separately with the Secretary of State in North Carolina.

Can I remove or change the principal office address of the LLC by amending the Articles of Organization in North Carolina?

Yes, you can remove or change the principal office address of the LLC by including that information in the amendment to the Articles of Organization in North Carolina.

Are amendments to the Articles of Organization public record in North Carolina?

Yes, amendments to the Articles of Organization are public record and can be accessed by the public in North Carolina.

Can I file a handwritten amendment to the Articles of Organization in North Carolina?

No, all amendments to the Articles of Organization must be typed or printed legibly in North Carolina.

Can I file the amendment to the Articles of Organization in person in North Carolina?

Yes, you can file the amendment to the Articles of Organization in person at the Secretary of State’s office in North Carolina.

Can I amend the Articles of Organization to change the company’s name in North Carolina?

Yes, you can file Articles of Amendment to change the company’s name in North Carolina.

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In Conclusion

While running a limited liability company in North Carolina, 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 Amended Certificate of Authority 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 Amended Certificate of Authority in North Carolina. 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 North Carolina Secretary of State, LLCs can successfully amend their Articles of Organization and maintain compliance with state regulations.