Discover why amending your Arkansas Certificate of Organization or Articles of Incorporation is essential for compliance and flexibility. Explore our guide below for expert insights.
The Arkansas Certificate of Organization is the founding document in your limited liability company (LLC) formation process. If you’re forming a corporation, then the Articles of Incorporation hold the same importance. These formation documents provide the state with the basic information about your business so that you can conduct business operations as an LLC or corporation. But as you operate your business over time, some of this information may change. When this happens, you need to update that information with the state by filing an amendment to those Articles.
If this seems overwhelming, don’t worry; we’re here to help. Let’s take a closer look at how to file an amendment to your Arkansas Articles of Organization or Articles of Incorporation, why you might need to do so, and how we can help.
Need to start your LLC first? Head over to the page on our Arkansas LLC formation services to see how we can simplify the LLC formation process for you. Or if a corporation is more your speed, check out our Arkansas corporation formation services.
If you need to make changes to an Arkansas LLC, we’ll show you how in this section. But if you need to make changes to your Arkansas corporation, keep scrolling to the section titled “Amending an Arkansas Corporation Articles of Incorporation.”
As we’ve mentioned, the Articles of Organization is the form that brings your LLC into existence in Arkansas. It asks for a variety of information about your business, including:
Generally speaking, if you need to make changes to this information, you’ll need to file an amendment.
Before you jump into the filing step, it’s helpful to gather all the information you’re going to be changing. Arkansas allows you to use the Certificate of Amendment to make a variety of changes, including your business name, your agent, or even provisions you added.
Having this information on hand can help streamline the filing process. For example, if you’re changing one of the provisions you added, you’ll want to confirm in advance the wording of the old article and ensure that you’ve got the proper wording for the amendment. You’ll also need to confirm your business name and the date you first filed your Certificate 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 Arkansas, 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.
Failing to make proper amendments to your Articles of Organization may prevent you from obtaining an Arkansas Certificate of Good Standing. This document, issued by the Arkansas Secretary of State, certifies that the business has filed all necessary reports and is current on all filing fees and taxes. Inability to obtain a Certificate of Good Standing could limit your business’s ability to raise capital.
The next step is to file the amendment paperwork. Arkansas allows you to file online for streamlined filing. Alternatively, you can download the “Certificate of Amendment to Certificate of Organization for Limited Liability Company” form and file it by mail or in-person drop-off at the Arkansas Secretary of State’s office. Either way, you’ll need to fill out the form with the information you gathered in Step 2.
At the time of this writing, the filing fee for this form is $22.50 to file online or $25.00 to file by mail. Once this form is processed, your amendment will go into effect.
Need to make changes to an Arkansas corporation? We’ll show you how in this section.
In Arkansas, the Articles of Incorporation is the legal document that officially creates your corporation. This form asks for a variety of information about your business, including:
Generally speaking, if you need to make changes to this information, you’ll need to file an amendment to your Articles of Incorporation.
Arkansas corporations use the Certificate of Amendment to make changes to their Articles of Incorporation. You can make a variety of amendments with this form, from updating your name to changing the number of shares you can issue and more.
Before you get into the paperwork, it’s helpful to narrow down which articles you’ll be amending and get the information you need to make those changes. For example, if you’re going to be changing the number of shares you can issue, you’ll want to verify the previous number of shares you issued and the number and class totals you’re changing to.
You’ll also be asked to provide information about the vote that approved your amendment, so be sure to track that information down as well.
Now, it’s time to file the amendment paperwork. But before you proceed, you need to confirm whether your corporation was organized under the old or new code for Arkansas corporations. That will affect which form you file; Arkansas has different forms for “old code” and “new code” corporations. Both “old code” and “new code” corporations can file online or by mail.
Either way, you’ll need to fill in the form with the information you gathered in Step 2 and submit it to the Secretary of State. At the time of this writing, the filing fee is $50 for “old code” corporations for paper filing and $45 for online filing. For new code corporations, the fee is $50 for paper filing and $45 for online filing. However, if the amendment includes an exchange of shares, the price goes up to $100 for paper filing and $90 for online filing.
Once your filing is processed, your amendment will go into effect.
If you’ve discovered an error on your formation documents, you don’t necessarily have to file a full Certificate of Amendment. Instead, Arkansas allows you to correct the error with a Statement of Correction for an LLC or an Articles of Correction for a corporation. This process is a little simpler and cheaper to file, but it can only be used to correct mistakes. You cannot use it to make substantive changes. For changes, you’ll have to use the Articles of Amendment. The fee for both forms is $30.
If you are only changing your registered agent information (their name, their address, or both), you don’t have to use the full Certificate of Amendment form. Instead, you can use the Notice of Change of Registered Agent form to update that information. At the time of this writing, there’s no filing fee for the Notice of Change paperwork. Both LLCs and corporations use the same form.
If you’re changing your agent while making other amendments, stick with the full Certificate of Amendment.
Amending your Arkansas LLC Certificate of Organization or your corporation’s Articles of Incorporation can turn into quite a process if you’re trying to juggle running your business, making changes, getting approvals, and keeping track of paperwork. Our Worry-Free Compliance service includes two amendments annually and can help keep you compliant with Arkansas state requirements. Let us take compliance pressure off of you so you can get back to running your business.
FAQ
You’re not required to have an attorney to amend your Aransas Articles of Incorporation or Certificate of Organization. You may seek legal counsel when making some of the decisions about amending your formation documents so you understand how changes could impact your business.
Most of the information in your Articles of Incorporation or Certificate of Organization can be changed with an amendment.
Arkansas requires an Arkansas Annual Franchise Tax Report for all limited liability companies and corporations. This form is not the same as the Arkansas Certificate of Amendment.
Mailed filings are processed within three to five business days of receipt. In-person submissions are filed the same day, and online submissions are processed the same day if completed before 3:00 P.M.
You may or may not receive direct confirmation, depending on your filing method. Visit the Arkansas Secretary of State website or call the office to check on the status of your Arkansas Certificate of Amendment.
Disclaimer: The content on this page is for information purposes only and does not constitute legal, tax, or accounting advice. If you have specific questions about any of these topics, seek the counsel of a licensed professional.
Written by Team ZenBusiness
ZenBusiness has helped people start, run, and grow over 700,000 dream companies. The editorial team at ZenBusiness has over 20 years of collective small business publishing experience and is composed of business formation experts who are dedicated to empowering and educating entrepreneurs about owning a company.
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