Running a corporation is hard work — there’s no doubt about that. Unfortunately, matters can get even more complicated when it comes time to amend information in your corporation’s Charter. This is a requirement that is often overlooked but is just as important as any other compliance task you need to complete to keep your Tennessee corporation legal.
Don’t know where to begin? Read on to learn more about Tennessee Articles of Amendment to the Charter, how to file an amendment to a corporation in Tennessee, and how we can help.
Before you can legally operate a corporation within the State of Tennessee, you first have to file a Corporate Charter. This Charter, often called Articles of Incorporation or Certificate of Incorporation in other states, is the document that formally establishes your business entity as a legal corporation within the state.
The Corporate Charter for your Tennessee corporation must set forth:
These are the minimum requirements for the information you need to set forth in the Charter. However, you may also include additional optional provisions regarding items related to the:
Regardless of whether you choose to include any optional provisions, it’s imperative that you include all of the required information. Forms that are inaccurate, incomplete, or illegible will be rejected.
Learn more about forming a corporation in Tennessee and how we can help you throughout the process with our Tennessee corporate formation service.
You might be wondering why you’d ever need to amend your Tennessee Charter. The reality is that there are a number of reasons why it’s important to do so. First and foremost, reporting changes to your Tennessee Charter to the state is required to keep your business legally compliant and allow it to continue receiving its corporate benefits.
Below are some other reasons it’s important to keep your business information updated:
Whenever there are changes to the information filed in the corporate Charter, make sure to update and inform the state accordingly.
There are penalties if you don’t amend your Tennessee Charter. Failure to appropriately amend your Tennessee Charter can result in certain penalties for your business. For example, without a current and up-to-date Charter, you won’t be able to obtain a Certificate of Existence for your Tennessee corporation. A Tennessee Certificate of Existence is often required to proceed with important actions necessary to run your business such as:
While you may technically be able to do some business without a Certificate of Existence, your business growth and potential will almost certainly suffer without one. So strive to properly amend your corporate Charter when necessary so you can obtain a Certificate of Existence when needed.
Now that you know why it’s important to update your Charter, it’s time to discuss the how. Here’s what you need to know about filing Articles of Amendment to keep your Tennessee corporation compliant.
To make changes or updates to your Tennessee corporation’s Charter, you’ll need to file Articles of Amendment. In the Articles of Amendment, you can make changes to the corporation’s:
However, these aren’t the only changes you can make. You may also make changes or updates to any other provisions included in the originally filed Corporate Charter.
When filing Articles of Amendment to your corporate Charter, it’s also a good idea to attach supporting documentation regarding the changes made.
For example, you might consider including meeting minutes to confirm the date of adoption of the amendments. You may also include voting records to confirm that the amendments were properly approved.
Keeping the state informed of any changes to your Corporate Charter is key to ensuring that your business stays compliant with the state. Don’t fall behind on your requirements and deadlines. We pride ourselves on making tedious and time-consuming tasks easier for hard-working business owners like you. Use our Worry-Free Compliance, Tennessee registered agent, and amendment services to help you start, manage, and grow your business.
Keeping your corporation’s Charter current and updated is vital to the success of your business. Failure to do so can result in your corporation falling out of compliance with the state, which can hurt your business and its growth in the long run.
At ZenBusiness, we’re here to help you prevent that from happening. With our Worry-Free Compliance service, which includes up to two yearly amendments, we can help you stay compliant and keep your business on track now and into the future.
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.
Tennessee corporations, including both for-profit and not-for-profit corporations, must file Articles of Amendment when changes need to be made to the information in the corporate Charter.
As of July 2021, the filing fee for filing Articles of Amendment to the corporate Charter is $20. However, filing fees can always change, so make sure to verify current fees with the Secretary of State before submitting payments.
Technically, anyone can submit the Articles of Amendment for filing. Nevertheless, the amendment itself must first be duly adopted by the incorporators, board of directors, or shareholders for the corporation.
You can file your Tennessee Articles of Amendment with the Tennessee Secretary of State Business Services Division online, by mail, or in person.
No. You must file Articles of Amendment only when you make changes to the information filed in the Corporate Charter. However, you must file an annual report for your corporation each year, whether or not any changes are being made.
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