Elevate your business in Virginia through strategic amendments to your Articles of Incorporation. Discover the key steps and insights to ensure a seamless process for enhancing your business structure. Dive into our comprehensive guide now to navigate the path to success!
When you’re operating a business, change is inevitable. Whether the members of your business change or your business’s purpose takes a new direction, circumstances arise triggering the need to alter the information contained in your formation documents. You can do this by filing an Articles of Amendment with the Secretary of State. If this seems complicated, don’t worry — we are here to help. Let’s take a closer look at when you might need to file an amendment and how we can help.
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Virginia requires corporations to file their Articles of Incorporation with the Secretary of State before the corporation can legally operate.
The Virginia Articles of Incorporation require the following information:
The Articles of Incorporation can include optional provisions that regulate the internal procedures of the business.
The information given to the Virginia Secretary of State in the Articles of Incorporation is public record. This allows the state to compile the information of businesses registered within the state and maintain the records in a database. Anyone seeking to contact your business can obtain your principal address and your registered agent’s address if necessary.
When this information changes, updating the state as soon as possible eliminates the risk of your business’s information becoming outdated and inaccurate.
The failure to update the Secretary of State through an Articles of Amendment can result in the inability to obtain a Certificate of Good Standing.
In some situations, third parties request a Certificate of Good Standing prior to contracting with your business. The Certificate of Good Standing verifies that your business is legally registered in Virginia and is in compliance with statutory requirements. Your corporation may need a Certificate of Good Standing to:
If you don’t file Articles of Amendment to update the information contained in your Articles of Incorporation, your corporation can face difficulty obtaining financing and encounter other issues.
Virginia corporations can file Articles of Amendment to change the information listed in their initial Articles of Incorporation, including:
The Articles of Amendment can add or change any provision allowed to be included in the initial Articles of Incorporation. It can also delete provisions included in the Articles of Incorporation that weren’t required.
Include any documentation that supports the changes made by the Articles of Amendment to reduce the likelihood of the Secretary of State rejecting your filing. For example, you will want to provide information illustrating the voting and approval process.
Virginia provides separate forms for certain changes in lieu of filing Articles of Amendment, including a change of registered agent and/or registered office form and a form allowing change of the corporate name with unanimous shareholder consent.
We know that the amendment process can be overwhelming for both new and seasoned business owners. Let us help you stay on track and state-compliant with our Worry-Free Compliance, Virginia registered agent, and amendment services.
Updating the Secretary of State when the information in your Articles of Incorporation falls out of date is crucial to keeping your business legally compliant. We are here to make the process easier for you.
With our help, you don’t have to do it alone. Our Worry-Free Compliance Service sends alerts for important compliance and filing deadlines and provides expert support should you miss a filing and fall out of good standing with the state. Additionally, the Worry-Free Compliance Service includes two yearly amendments — all you have to do is pay the state’s filing fee.
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.
Any type of corporation or limited liability company (LLC) registered in Virginia that changes the information contained in its formation documents must update the state by filing Articles of Amendment.
The cost of filing Articles of Amendment changes frequently and depends on the number of shares issued by your corporation. The Virginia Articles of Amendment form reflects the most up-to-date filing fees.
Any officer authorized to act on behalf of the corporation can file Virginia Articles of Incorporation.
Virginia maintains an online database for electronic corporate filings. Alternatively, the form can be completed and mailed to the State Corporation Commission Clerk’s Office in Richmond.
Virginia requires all corporations to submit a yearly report, known as an annual report, to remain compliant with the state. Filing Articles of Amendment is only required when the corporation makes changes that affect the accuracy of the information contained in the Articles of Incorporation.
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