Florida LLC Amendment

How to Amend Florida Articles of Organization

Certain business changes require an amendment to your Florida Articles of Organization. Our amendment and Worry-Free Compliance services can keep your business compliant.

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Articles of Organization outline basic details about your LLC, including its name, mailing address, and a description of what the company does.

Once you’ve filed the Articles of Organization with Florida’s Division of Corporations and they’ve been approved, your LLC can be considered officially formed. Let’s take a closer look at the Florida LLC amendment process and how we can help.

If you are looking to form your own LLC, check out our guide to LLC formation in Florida and if the structure is right for you.

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

Florida requires an accurate and updated copy of your Articles of Organization for your business to remain legally compliant. If you want to add, remove, or make other changes to the Articles of Organization, you need to inform the state. There are several reasons why.

  • You must update any mailing address and phone number changes for your LLC so the public can contact you.
  • Contact information for your registered agent, who receives legal notifications on your company’s behalf, must be current at all times.
  • Auditing and compliance purposes require that material changes are reflected in your Articles of Organization.

If your company’s Articles of Organization aren’t kept up to date, the LLC won’t be eligible to receive a Certificate of Good Standing. In Florida, this document is called a Certificate of Status. It’s needed to show that your LLC is currently operational, and some banks and government agencies might require it to prove that the LLC is an active business in Florida. Not having a Certificate of Status can limit your company’s financial potential and future growth.

Step 2: Identify what to change in your Florida Articles of Organization

The Florida Department of State’s Division of Corporations requires your LLC to report changes to any of the following:

  • The LLC’s name
  • Principal office address
  • Mailing address
  • Registered agent’s name and street address (P.O. boxes aren’t accepted)
  • Changes to managers or persons authorized to manage

Step 3: Gather information for filing your Florida LLC amendment 

You need to include some other information with your Articles of Amendment, such as:

  • Current name of the LLC
  • Original filing date of the LLC’s Articles of Organization
  • Document number assigned to your LLC
  • Cover letter with your contact information, including address and phone number

If you’re only changing your registered agent, you can also do this with the Statement of Change of Registered Office or Registered Agent filing. This is a less expensive option for those that just need to change their registered agent.

Your Articles of Amendment should be filed with Florida’s Department of State Division of Corporations. There is a fee to file, with an extra charge if you’d like a certified copy. Submit the Articles of Amendment in person, by mail, or by fax.

For assistance filing your Articles of Amendment, we can help make the process easier with its Worry-Free Compliance service.

Step 4:  File your Florida LLC amendment

Your Articles of Amendment should be filed with Florida’s Department of State Division of Corporations. There is a fee to file, with an extra charge if you’d like a certified copy. Submit the Articles of Amendment in person, by mail, or by fax.

For assistance filing your Articles of Amendment, we can help make the process easier with its Worry-Free Compliance service.

Florida Articles of Amendment vs. Restated Articles of Organization

Restated Articles of Organization and Florida Articles of Amendment are very similar, but there is a key difference. Restating replaces the original Articles of Organization with the new version, while Articles of Amendment are used to make specific changes only.

Florida allows you to restate your Articles of Organization, but the state doesn’t provide an official form for you to do so. Instead, you need to create your own document entitled “Restatement of Articles of Organization.” In this document, include:

  • First date of filing of Articles of Organization
  • All restated articles
  • Delayed effective date (applies if this restatement isn’t effective on the date the department files it)

Send your Restated Articles of Organization and the proper fee to the Division of Corporations at the address provided above.

Florida Articles of Amendment vs. Statement of Correction

Unlike the Articles of Amendment, which report changes to an LLC, a Statement of Correction is used to fix errors in previously filed documents. In Florida, you can use a Statement of Correction for the following reasons:

  • A document contains an incorrect statement. Provide the incorrect statement, the reason it’s incorrect, and the corrected version of the statement.
  • The record’s electronic transmission was defective.
  • The document was defectively signed. Include the reason and appropriate correction.

Send your Statement of Correction and the filing fee to the Division of Corporations.

Let us help you keep your Florida business running smoothly

Out of all the paperwork you need to take care of a business owner, it makes sense that amending your Articles of Organization slips through the cracks. But it is still a very important part of keeping your business state compliant. If this sounds scary, we’re here to help with our amendment filing and Worry-Free Compliance services to make sure you stay on top of things.

FAQs

  • Do I need an attorney to amend my Articles of Organization in Florida?

    An attorney isn’t required to amend your Articles of Organization in Florida. An attorney may sign your Articles of Amendment, however, if they serve as an authorized representative of a current member of the LLC.

  • What business changes can be reported in a Florida LLC Articles of Amendment form?

    You can report changes to the LLC’s name, mailing and principal office addresses, registered agent, members, and managers. If amending members or managers, include their titles on the form and select whether you’re adding, removing, or changing roles in your records.

  • Are Florida LLC Articles of Amendment the same as an annual report?

    They’re similar, but unlike the Articles of Amendment, Florida’s Division of Corporations requires you to file an annual report even if you don’t have changes to make. On the annual report, you can make changes to members, the registered agent, mailing/principal office address, and add or change your federal employer identification number (EIN). If you want to change the name of your business, you need to do so on the Articles of Amendment. Florida does not allow business name changes on your annual report.

  • How long does it take to file LLC Articles of Amendment in Florida?

    Florida processes Articles of Amendment in the order that they were received, usually taking three to four weeks. The Division of Corporations provides a list of current document processing times on its website.

  • What will I receive from the state of Florida when the LLC Articles of Amendment are filed?

    You should receive an acknowledgment letter when the Division of Corporations files your Articles of Amendment. You’ll also receive a certified copy of your Articles of Amendment if you paid the fee for one.

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