How to File an Alaska LLC or Corporation Amendment

All limited liability companies (LLCs) in Alaska are required to file Articles of Organization to properly begin operations in the state. Corporations have to file the Articles of Incorporation instead. This important filing conveys basic information about a limited liability company or corporation such as contact information for your members and your resident agent. But for most businesses, change is inevitable. When this information does change, it needs to be updated with Alaska’s Secretary of State through an amendment.

So, how do you amend your Articles of Organization or Articles of Incorporation, and when do you need to do so? Let’s look at the process of filing Articles of Amendment in Alaska and how we can help.

If you’re looking to start your limited liability company or corporation, head over to our Alaska LLC formation or Alaska corporation services page to see how we can make starting your business easier.

Amending an Alaska LLC Articles of Organization

If you need to make changes to an Alaska LLC, we’ll show you how in this section. But if you need to make changes to an Alaska corporation, keep scrolling to the section titled “Amending an Alaska Corporation Articles of Incorporation.”

Step 1: Determine if you need to amend your Articles of Organization

In Alaska, LLCs file the Articles of Organization to start their business. Technically, an LLC doesn’t even exist until this form is filed. The Articles of Organization asks for a variety of information about your business, including:

• Name of the LLC
• Your NAICS code
• Name and address of the registered agent
• Whether the LLC will be managed by members or managers
• Optional provisions that you wish to include
• Name and signature of each organizer

Generally speaking, if you need to make changes to this information, you’ll need to file an amendment. However, there are some important exceptions that require a different form:

• If you need to change your LLC’s principal address or mailing address, you’ll need to complete an “Entity: Address Change” form. There’s no filing fee for this. You’ll need to submit this form by mail or fax; there’s no online filing option.
• If you’re adding or removing members or managers or changing their ownership percentages, you’ll need to file a “Notice of Change of Officials” form for an LLC and pay a $25 fee. This must also be submitted on paper. These changes can instead be reported on your Alaska biennial report if they occur soon before the due date for the report.
• If you need to change your registered agent and/or their address, you’ll need to download and complete a “Change of Registered Agent (Statement of Change)” form and pay a $25 fee. This must be done by postal mail.

Step 2: Identify and gather the information you need to amend

Alaska LLCs need to file the Articles of Amendment to make changes to their founding documents. But before you get into the paperwork, it’s helpful to gather the information you need to make your desired changes.

Here’s the information you need to include in the Articles of Amendment:

• Name of the LLC
• Your Alaska Business ID
• The date you filed your original Articles of Organization
• The text of each amendment you’re making

It’s crucial to have the right information on hand for making your changes. For example, if you’re going to be changing your business name, you’ll want to confirm your old name and ensure that you have the right spelling and designator for your new name. The last thing you’d want would be to put down the wrong name in your amendment.

Why should I update my Articles of Organization?

Keeping your business compliant with state business regulations helps it maintain its entitlement to all of its legal benefits. When you file your entity as a legal LLC in Alaska, all information included in your filing becomes public knowledge. If your information changes but you don’t update it, the public may not have accurate contact information. Any changes in your registered agent should be reported as well since they are responsible for receiving service of process and other important communications on behalf of your business.

Are there penalties if I don’t?

If your Articles of Organization are not current, your limited liability company can’t get an Alaska Certificate of Compliance (referred to as a Certificate of Good Standing in most states). A Certificate of Compliance is not necessary to operate in the state, but failing to comply and meet deadlines may result in penalties and fees.

In addition, potential customers, investors, and other business owners often require a Certificate of Compliance before doing business with you. Not having one may limit your business’s ability to raise capital and grow. 

Step 3: File your amendment with the Alaska Department of Commerce

The next step is to file your amendment paperwork. Alaska allows you to file this form by fax, by mail, or in person at the Department of Commerce’s office. You’ll need to download the “Articles of Amendment Domestic Limited Liability Company” form from the Department’s website. Fill out the form with all the information you gathered during Step 2.

At the time of this writing, there’s a $25 filing fee for this form. Once your paperwork is processed, your amendment will go into effect.

Amending an Alaska Corporation Articles of Incorporation

Need to make changes to an Alaska corporation? We’ll show you how in this section.

Step 1: Determine if you need to amend your Articles of Incorporation

In Alaska, corporations file the Articles of Incorporation to formally create their company. Technically, until the state accepts this form, a corporation doesn’t even exist. This form requires a lot of information about your business, including:

• Name of the corporation
• Your NAICS code and business purpose
• Name and address of your registered agent
• Name and address of any alien affiliates
• Number, class, and par value of shares the corporation will be allowed to issue
• Any additional provisions you’d like to include

Generally speaking, if you need to make changes to this information, you’ll need to file an amendment. However, there are some important exceptions that require a different form:

• If you need to change your registered agent and/or their address, you’ll need to download and complete a “Change of Registered Agent (Statement of Change)” form and pay a $25 fee. This must be done by postal mail.
• If you need to change your corporation’s principal address or mailing address, you’ll need to complete an “Entity: Address Change” form. There’s no filing fee for this. You’ll need to submit this form by mail or fax; there’s no online filing option.
• If you’re changing officers, directors, alien affiliates, and/or shareholders for your corporation, you’ll need to file a “Notice of Change of Officials – Business Corporation” form for an LLC and pay a $25 fee. This must also be submitted on paper. These changes can instead be reported on your Alaska biennial report if they occur soon before the due date for the report.

Step 2: Identify and gather the information you need to amend

Alaska corporations file the “Articles of Amendment – Domestic Business Corporation” form to make changes to their founding documents. But before you start the paperwork step, it’s helpful to gather the information that you need to make your desired changes.

To complete the Articles of Amendment, you’ll need to provide the following information:

• Your company name
• Your Alaska entity ID number
• The date you originally filed your Articles of Incorporation
• A description of the shareholder vote that approved the amendment
• The text of the amendment you wish to make
• Name and signature of a president or vice president and a secretary of the corporation

Having all of this information on hand will help streamline your filing process.

Step 3: File your amendment with the Department of Commerce

Now, it’s time to file your corporation amendment paperwork. Alaska allows you to file this form by mail or in person at the Department of Commerce’s office. You’ll need to download the “Articles of Amendment – Domestic Business Corporation” form from the Department’s website. Fill out the form with all the information you gathered during Step 2.

At the time of this writing, there’s a $25 filing fee for this form. Once your paperwork is processed, your amendment will go into effect.

Alaska Articles of Amendment vs. Restated Articles

Restating the Articles of Organization or Incorporation takes into account all amendments and changes, including those made on biennial reports. According to state law, a limited liability company may restate its Articles of Organization or Articles of Incorporation at any time.

This helps keep all changes in one place as a full and complete document. Restated Articles of Organization or Restated Articles of Incorporation can’t be filed if your biennial report isn’t current, so compliance is key. The Restated Articles must be filed on paper, and the filing fee for either is $25 at the time of this writing. The good news is that filing Alaska biennial reports is yet another service we offer to take the stress off of our client’s shoulders. 

Alaska Articles of Amendment vs. Notice of Change of Officials

If your member or manager information or director or officer information has changed, you won’t make that change using the Articles of Amendment. Instead, you’ll use the Notice of Change of Officials form to update the names or addresses of your company’s officials.

There are different versions of this form for LLCs and corporations, so make sure you get the proper version for your business type. Both forms have a $25 filing fee.

Alaska Articles of Amendment vs. Certificate of Correction

If you found a mistake in your original formation documents, don’t panic; you don’t necessarily have to file the full Articles of Amendment. That’s where a Certificate of Correction comes in.

A Certificate of Correction allows a business to fix errors and omissions in its founding documents. It can’t be used to make substantive changes.

Stressed about compliance? We can help you keep your Alaska business up to date!

There are a lot of moving pieces when it comes to maintaining your Alaska Articles of Organization or Articles of Incorporation. We can help you keep track of all the changes you need to make with our Worry-Free Compliance service, which includes two amendments per year at no extra charge.

Some of your Alaska amendments can be made on your biennial report, and many Alaska documents require a current biennial report before they can be filled. If you’re concerned that you’ll forget to turn in something important, we’re here to help. Our expert team of support staff can guide you through the compliance process and let you get back to doing what you love: growing your business.