Georgia corporation amendments

How to Amend Georgia Articles of Incorporation

Georgia law requires corporations to keep vital information up to date. Learn how to amend your Articles of Incorporation and how we can help you stay compliant.

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Georgia law requires corporations to keep certain vital information accurate and up to date. Thus, when your corporation makes changes to its own information, don’t forget to properly update your Georgia Articles of Incorporation with the state.

Learn more about how to file an amendment to a corporation in Georgia and what we can do to help you stay compliant with the state.  

What are Georgia Articles of Incorporation? 

To legally form your corporation, you will need to file your Articles of Incorporation (AOI) with the Georgia Secretary of State. This is also called a Certificate of Incorporation or Corporate Charter in other states. 

The Articles of Incorporation for a for-profit business in Georgia must include the: 

  • Name of the corporation
  • Number of shares the corporation is authorized to issue
  • Street address and county of the initial registered office
  • Legal name of the initial registered agent at the registered office
  • Legal name and address of each incorporator
  • Mailing address of the corporation’s principal office

Need to form your business first? See how our Georgia incorporation service can help you get a kick start on your business today.

Step 1: Determine whether you need to change your Georgia Articles of Incorporation

Sometimes, changes will arise in the course of your business that may require you to amend your Georgia Articles of Incorporation. When there are changes to the contents of the initial Articles of Incorporation or if additional information needs to be added, the corporation must inform the state accordingly. 

You might be wondering, Is it really that important to keep the Articles of Incorporation for my business up to date? In short, yes! In fact, there are a number of reasons why it’s important to do so:  

  • For public information and contact purposes
  • To better ensure that you have a properly listed registered agent to receive service of process on behalf of your business
  • For state compliance and auditing purposes

Thus, to put your business in the best position possible, it’s best to always keep your corporate information up to date.

Unfortunately, there can be severe penalties for your business if you don’t amend your Georgia Articles of Incorporation when appropriate. One consequence of failing to amend your AOIs is the inability to obtain a Certificate of Existence, also known as a Certificate of Good Standing in other jurisdictions. 

A Certificate of Existence is often required to do important things for your business such as enter into contracts, open bank accounts, and apply for loans. Thus, failure to amend your Articles of Incorporation and subsequently obtain your Certificate of Existence can limit your corporation’s potential growth and ability to raise capital and finances in the future. We have a service to help you obtain your Georgia Certificate of Existence. 

The best way to keep your business out of trouble and in compliance is to promptly and properly update your Articles of Incorporation as necessary.

To complete a Georgia corporate amendment, you will need to submit Articles of Amendment to your Articles of Incorporation. Make sure that you file the Articles of Amendment with the Georgia Secretary of State. 

Step 2: Review requirements for your Georgia amendment

In most cases, you will need to file Articles of Amendment when there are changes to the information in the corporation’s initial Articles of Incorporation. For example, you will need to amend your AOI if you want to make a change to the:

  • Statement of purpose for the business
  • Classification of shares of stock
  • Business name
  • Duration of the corporation

However, you don’t just need to report changes to the originally filed articles. You will also need to report any additions made to the initial filing that weren’t previously included. 

Step 3: Attach supporting documentation and file your Georgia amendment

It’s always best to be as specific as possible when submitting amendments to the Articles of Incorporation. Thus, it’s generally recommended to include any applicable attachments even if they’re not required. 

Step 4: See if a separate filing is required for your Georgia AOI changes 

Yes, there are certain changes that must be made in a separate filing. For example, some things, such as the officers or the registered agent for the corporation, can only be updated by filing the annual registration or amended annual registration form.

It’s crucial to keep the corporate information for your business up to date. However, this doesn’t mean that it’s easy to do so. Worried about staying in compliance? With our Worry-Free Compliance, Georgia registered agent, and amendment services, we can help you manage and grow your business. 

We’re here to serve your Georgia compliance needs

Keeping your corporation’s Articles of Incorporation updated is vital to keeping your business legally compliant with the state. While it can feel overwhelming to navigate the process of amending your Articles of Incorporation, know that you don’t have to handle this on your own. 

We can make the process easier on you so that you can get back to focusing on running your business. Use our Worry-Free Compliance service, which includes up to two yearly amendments, or our separate amendment services to help your business stay up to date. 

Disclaimer – The content on this page is for informational 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.

FAQs

  • What entities need to file a Georgia Articles of Amendment?

    Any corporation in Georgia that makes a change to its initial Articles of Incorporation may need to file an amendment.

  • How much does it cost to file an amendment?

    Filing fees for Articles of Amendment or Restatement for Georgia corporations are subject to change. To make sure you have the most accurate information, check with the Georgia Secretary of State before moving forward.

  • Who can file a Georgia corporation amendment?

    There are certain people who have authority to file a Georgia corporation amendment. Specifically, the Articles of Amendment must be filed by an incorporator, officer, attorney in fact, court-appointed fiduciary, or chairperson of the board of directors of your corporation.

  • Where do I file a Georgia corporation amendment?

    Articles of Amendment may be filed by paper or online by submitting the amendment to the Office of the Georgia Secretary of State Corporations Division.

  • Is a Georgia Articles of Amendment the same as an annual report?

    No, a corporation amendment and annual report are two separate and distinct things. Whereas an annual report must be filed every year, regardless of whether there are any changes to the business, a corporation amendment needs to be filed only when certain changes are made to the business’s Articles of Incorporation.

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