What is A Virginia Amendment?
Virginia requires all businesses to inform the state if they make any major changes to the items originally listed in the Articles of Incorporation/Organization. An amendment is necessary if the items that your company wants to change can affect the formal entity structure of your business.
Reasons Why You Need To File An Amendment
There are many reasons why a Virginia company has to file an amendment. Make sure you understand the process and know the proper paperwork that applies to the situation of your company.
A. Changing The Company Name –
- LLCs
If you think that it is time to change the name of your LLC, then you will have to familiarize yourself with state regulations. You can change the name by filing an amendment. Doing this will inform the state of your plan and formalize the changing of the company name. Additionally, your company also has to update all state and government records.
- Corporations
If a Virginia corporation decides to use a new name, it also needs to follow the process that the state has set. File an amendment with the state. Your company will also need to update the records of the corporation with the state and government.
B. Changing Members Of The Business –
- LLCs
The formation documents that you submitted when you registered your LLC in Virginia include a list containing the names, addresses, and contact information of the members and/or managers of your company. If you wish to make any changes in these pieces of information, your LLC has to let the state know through an amendment.
- Corporations
Virginia corporations also submitted Articles of Incorporation when they registered with the state. Among the information that you have provided is a list of the names, addresses, and contact information of the officers and directors of your corporation. If you make any changes to these, make sure that the state knows by filing an amendment.
C. Changing Address Related To The Business –
- LLCs
The address of your Virginia LLC is a way for the state to contact your company. You have to make sure the state knows where to find your office. You can file an amendment to report changes to the operating address of your company.
- Corporations
To make sure that your corporation receives all legal documents, you have to make sure that the state knows where your office is located. However, you cannot change the address of your corporation using an amendment. What you have to do is request a form from the Virginia State Corporation Commission. Then, file it online.
D. Changing Contact Information –
- LLCs
The Virginia State Corporation Commission has to have a way to reach your LLC. That is why you have to make sure that the contact information of your Virginia LLC is reported. You can include the phone number of the executor of the amendment on the form.
- Corporations
Your corporation must also be accessible. To ensure this, you have to report to the Virginia State Corporation Commission any changes in the contact information of your company. The form includes a section where you can input the phone number of the executor of the amendment.
E. Changing The Number Of Shares That A Corporation Is Authorized To Issue – Virginia LLCs are not authorized to issue shares. This amendment does not apply to them. If your Virginia corporation wants to make changes to the number of authorized shares, you have to file an amendment. Doing this will legalize your decision.
What Is Needed To File An Amendment?
LLC
Virginia LLCs that want to process amendments have to file a completed Articles of Amendment form with the Virginia State Corporation Commission. You can do this by mail, online, or in person. A manager or representative has to sign the document. If the signatory is not a manager or member, you will have to state that the person has been delegated the right and power to manage your LLC. The filing comes with a $25 fee.
Corporation
Corporations, on the other hand, have to submit the Articles of Amendment – Changing the Name of a Virginia Stock Corporation by Unanimous Consent of the Shareholders for the changing of your company name. Other amendments require the use of the Articles of Amendment form. Submit this to the Virginia State Corporation Commission by mail or in person. The form has to bear the signature of the chairman or vice-chairman of the board of directors, president, or officer that has the authority to act on behalf of your corporation. There is a $25 filing fee.
How Can DoMyLLC Assist With Streamlining The Process?
Making changes to a company’s formation documents require proper completion and filing of paperwork. Depending on the changes, you may also have to take care of other documents. To help ease the process, you can turn to a reliable document filing company like DoMyLLC. Our team can provide support and assistance to Virginia business owners who need help in handling formalities to ensure compliance with the state.
Virginia Amendment FAQs
Is There A Filing Fee For The Amendment?
The filing fee for an amendment is $25. If you file online, you will have to pay an additional 2.35% convenience fee. Corporations that requested an increase in shares will have to pay an additional fee. Expedited service requires an additional $100 for the next-day processing and $200 for the same-day service.
What Information Is Required For The Articles Of Amendment?
LLCs have to provide the following information:
- Company name
- Adoption date
- Manner of adoption
- Exact text of the amendment
- Authorized signature
Corporations have to provide the following information:
- Company name
- Adoption date
- Exact text of the amendment
- Manner of adoption
- Authorized signature
How Long Does It Take The State To Process The Amendment?
The normal processing of amendments takes 1-2 weeks. However, you can request for expedited processing service.
Do You Receive A Copy Of The Certified Amendment From The State?
The Virginia Corporation Commission will send an acknowledgment to your company.
Virginia Business Resources
Virginia Office of Secretary of State
Phone:
(804) 371-9733
Address:
Virginia State Corporation Commission
1300 East Main Street – PO Box 1197
Richmond, VA 23218
If you’re interested in more info on filing an amendment, call 888-366-9552.